Term of Use
First issued Jan 12th, 2022
IMPORTANT: BY AGREEING TO THESE TERMS YOU AGREE TO RESOLVE DISPUTES WITH ZIMARK THROUGH BINDING ARBITRATION (AND WITH VERY LIMITED EXCEPTIONS, NOT IN COURT), AND YOU WAIVE CERTAIN RIGHTS TO PARTICIPATE IN CLASS ACTIONS, AS DETAILED IN SECTION 18.
Additionally, if You are a Talent (as defined below), You are also subject to the Talents Terms, which are hereby incorporated by reference into these Terms. If You are a Talent, and there is a conflict between these Terms and the Talent Terms, the Talent Terms will govern.
Our Services enable Clients ("Clients") to connect with independent contractor scholars and professionals (the "Talents", collectively with Clients, the "Users") who provide instruction, guidance, and manuscript editing services, technical review, general research support (the "Author & Researcher Services") and corporate service including but not limited to management consulting, data consulting and analytics, transaction advisories, and investment research (the "Corporate Service") via Our Services.
Corporate Service allows Clients to hire Talents on a time and materials, and staff augmentation basis. Client agrees that Zimark will find and match Talent in Zimark’s talent network using commercially reasonable efforts and make such Talent available to Client, facilitate payments between Client and Talent, and facilitate (if requested by Client) with onboarding or related administrative tasks in connection with a Talent engagement (the “Service”). Client understands and agrees additional project-based terms and contracts may apply based on the specific type of engagement.
Clients and independent contractor Talents have the freedom to publish their research(es) or contents they received copyright or permissions of, jointly or independently through Our Author & Researcher Services. Our Services also allow both Talents and Clients to subscribe to our research database, magazine and relevant documentations via subscription (“Subscription”). The Services include, without limitation, facilitating and hosting research articles, data, graphs, supporting materials, and taking feedback from Users.
From time to time, We may update these Terms to clarify our practices or to reflect new or different practices, such as when We add new features, and Zimark reserves the right in its sole discretion to modify and/or make changes to these Terms at any time. If We make any material change to these Terms, We will notify you using prominent means such as by email notice sent to the email address specified in Your Account or by posting a notice through Our Services. Modifications will become effective on the day they are posted unless stated otherwise.
Your continued use of Our Services after changes become effective shall mean that You accept those changes. You should visit the Services regularly to ensure You are aware of the latest version of the Terms, as any revised Terms shall supersede all previous Terms.
Zimark may modify the Services or discontinue their availability at any time.
You are solely responsible for all service, telephony, data charges and/or other fees and costs associated with Your access to and use of the Services, as well as for obtaining and maintaining all telephone, computer hardware, and other equipment required for such access and use.
If You elect to access or use Our Services that involve payment of a fee, then You agree to pay, and will be responsible for payment of, that fee and all taxes associated with such access or use. If You provide credit card information to pay for such fees then You hereby represent and warrant that You are authorized to supply such information and hereby authorize Talents to charge Your credit card on a regular basis to pay the fees as they are due.
If Your payment method fails or Your Account is past due, then We may collect fees owed using other collection mechanisms. This may include charging other payment methods on file with Us and/or retaining collection agencies and legal counsel. We may also block Your access to any Services pending resolution of any amounts due by You to Zimark.
All of Your use, access, and other activities relating to the Services must be in compliance with all applicable laws and regulations, including, without limitations, laws relating to copyright and other intellectual property use, and to privacy and personal identity. Further, access to Our Services from territories where their contents are illegal is prohibited. Those who choose to access or use the Services from locations outside of the United States do so at their own initiative and are responsible for compliance with all local rules including, without limitation, rules about the internet, data, e-mail, or privacy. You further agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which You reside. If You use the Services or Third-Party Platforms (as defined in the next section) from countries outside of the United States You must agree to abide by all local rules regarding online conduct and acceptable content.
The Services are only a marketplace for Talents and Clients. We do not hire or employ Talents nor are We responsible or liable for any interactions involved between the Talents and the Clients who purchase Author & Researcher Services or Corporate Service via the Services. We are not responsible for disputes, claims, losses, injuries, or damage of any kind that might arise out of or relate to the conduct of Talents or Clients, including, but not limited to, any Clients' reliance upon any information provided by a Talent.
We do not control Submitted Content (as defined below) posted on the Services and, as such, do not guarantee in any manner the reliability, validity, accuracy, or truthfulness of such Submitted Content. You also understand that by using the Services, Zimark may expose You to Submitted Content that You consider offensive, indecent, or objectionable. Zimark has no responsibility to keep such content from You and no liability for Your access or use of any Submitted Content to the extent permissible under applicable law.
The Services may give You access to links to third-party platforms ("Third Party Platforms"), either directly or through Author & Researcher Services, Corporate Service, or Talents. Zimark does not endorse any of these Third-Party Platforms and does not control them in any manner. Accordingly, Zimark does not assume any liability associated with Third Party Platforms. You need to take appropriate steps to determine whether accessing a Third-Party Platform is appropriate, and to protect Your personal information and privacy on such Third Party Platform.
Code of Conduct
You may only access the Services for lawful purposes. You are solely responsible for the knowledge of and adherence to any and all laws, rules, and regulations pertaining to Your use of the Services. You agree not to use the Services or the Company Content (as defined below) to recruit, solicit, or contact in any form, Talents or potential users for employment or contracting for a business not affiliated with Us without Our advance written permission, which may be withheld in Our sole discretion. You assume any and all risks from any meetings or contact between You and any Talents or other Users of the Services.
In connection with the Author & Researcher Services, You, Users of the Services, agrees to stick with generally accepted universal value of academic ethics. Author & Researcher Services are provided as support for your research and publishing process, and do not replace your own effort in conducting relevant research. The copyright of information, including but not limited to data, images, graphs, text, ideas, that has been provided to you during the use of Author & Researcher Services remains with the original property right holder unless it is given permission or it is published under Creative Commons License (“https://creativecommons.org/licenses/”).
Specific Obligations of Talents
Please see Talent Terms Section in Intellectual Property and Disclaimer.
Specific Obligations of Clients
As a Client, You represent, warrant and covenant that:
You have read, understood, and agree to be bound by the pricing information (see the Pricing section below) before using the Services or registering for an Account (collectively , “Account”).
You are over the age of 18, or, if not, You will only use the Services with the involvement, supervision, and approval of a parent or legal guardian. Children under the age of 13 may not register for an Account or register or purchase Services.
You will not upload, post or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of solicitation (commercial or otherwise) through the Services.
You will not post or provide any inappropriate, offensive, racist, hateful, sexist, pornographic, false, misleading, incorrect, infringing, defamatory or libelous content or information.
You will not copy, modify, reverse engineer, reproduce, distribute, publicly display, publicly perform, communicate to the public, create derivative works from, deface, tarnish, mutilate, hack, interfere with, or otherwise use and exploit any Company Content, the Services or Journals or Submitted Content except as permitted by these Terms or the relevant Instructor as applicable.
You will not frame or embed the Services to circumvent the Services.
You will not impersonate another person or gain unauthorized access to another person's Account.
You will not introduce any virus, worm, spyware or any other computer code, file or program that may or is intended to damage or hijack the operation of any hardware, software or telecommunications equipment, or any other aspect of the Services or operation thereof; scrape, spider, use a robot or other automated means of any kind to access the Services.
You will not disclose any personal information to an Instructor, and otherwise will assume responsibility for controlling how Your personal information is disclosed or used, including, without limitation, taking appropriate steps to protect such information.
You will not solicit personal information from any Talent or other Clients.
Clients understand and agree that Talents from whom Clients may have purchased Services may choose to terminate their Accounts with Zimark and become inactive. Zimark does not guarantee Talent availability to Clients and shall not be held liable for any issues relating to Talent availability.
To use certain Services, You will need to register and obtain an account and password. When You register, the information You provide to Us during the registration process will help Us in offering content, customer service, network management and other services. You are solely responsible for maintaining the confidentiality of Your account, UserName, and password (collectively, Your "Account") and for all activities associated with or occurring under Your Account. You represent and warrant that Your Account information will be accurate at all times. You must notify Us (a) immediately of any unauthorized use of Your Account and any other breach of security, and (b) ensure that You exit from Your Account at the end of each use of the Services. To the extent permissible under applicable law, we cannot and will not be responsible for any loss or damage arising from Your failure to comply with the foregoing requirements or as a result of use of Your Account, either with or without Your knowledge, prior to Your notifying Us of unauthorized access to Your Account.
You may not transfer Your Account to any other person and You may not use anyone else's Account at any time. In cases where You have authorized or registered another individual, including a minor, to use Your Account, You are fully responsible for (i) the online conduct of such Client; (ii) controlling that Clients' access to and use of the Services; and (iii) the consequences of any misuse.
Content, Licenses & Permissions
All software, technology, designs, materials, information, communications, text, graphics, links, electronic art, animations, illustrations, artwork, audio clips, video clips, photos, images, reviews, ideas, and other data or copyrightable materials or content, including the selection and arrangements thereof is "Content." Where Zimark provides Content to You in connection with the Services, including, without limitation, the software, the products and the site, it is "Company Content". Content uploaded, transmitted or posted to the Services by a User is "Submitted Content". Content remains the proprietary property of the person or entity supplying it (or their affiliated and/or third party providers and suppliers) and is protected, without limitation, pursuant to United States and foreign copyright and other intellectual property laws. You hereby represent and warrant that You have all licenses, rights, consents, and permissions necessary to grant the rights set forth in these Terms to Zimark with respect to Your Submitted Content and that Zimark shall not need to obtain any licenses, rights, consents, or permissions from, or make any payments to, any third party for any use or exploitation of Your Submitted Content as authorized in these Terms or have any liability to You or any other party as a result of any use or exploitation of Your Submitted Content as authorized in these Terms.
Zimark hereby grants You (as a User) a limited, non-exclusive, non-transferable license to access and use Submitted Content and Company Content, for which You have paid all required fees, solely for Your personal, non- commercial, al purposes through the Services, in accordance with these Terms and any conditions or restrictions associated with particular Journals or Services. All other uses are expressly prohibited absent Our express written consent. You may not reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works of, license, or otherwise transfer or use any Submitted Content or Company Content unless We give You explicit permission to do so. Submitted Content and Company Content is licensed, and not sold, to You. Talents may not grant You license rights to Submitted Content You access or acquire through the Services and any such direct license shall be null and void and a violation of these Terms.
Notwithstanding the foregoing, We reserve the right to revoke this license to access and use Submitted Content and Company Content granted to You as described above, as further detailed in section 15 below.
ZIMARK RESPECTS ALL COPYRIGHT, PRIVACY, DEFAMATION AND OTHER LAWS RELATING TO CONTENT AND INFORMATION AND WILL NOT TOLERATE VIOLATION OF SUCH LAWS. NOTWITHSTANDING THE FOREGOING, ZIMARK DOES NOT SCREEN THE SUBMITTED CONTENT AND ALL USE OF THE SUBMITTED CONTENT BY YOU IS AT YOUR OWN RISK AND ZIMARK SHALL HAVE NO LIABILITY FOR SUCH USE. IN PARTICULAR, NO REVIEW OR POSTING OR APPEARANCE OF THE SUBMITTED CONTENT ON THE SERVICES OR THROUGH THE SERVICES IS INTENDED TO ACT AS AN ENDORSEMENT OR REPRESENTATION THAT ANY SUBMITTED CONTENT IS FREE OF VIOLATION OF ANY COPYRIGHT, PRIVACY OR OTHER LAWS OR WILL SUIT A PARTICULAR PURPOSE OR BE ACCURATE OR USEFUL. If You believe that Submitted Content of Yours violates any law or regulation or is inaccurate or poses any risk whatsoever to a third party it is Your responsibility to take such steps You deem necessary to correct the situation. If You believe that Submitted Content of a third party or any Company Content violates any laws or regulations, including, without limitation, any copyright laws, You should report it to Zimark in accordance with the procedures that We maintain under Our Intellectual Property Policy.
All rights not expressly granted in these Terms are retained by the Content owners and these Terms do not grant any implied licenses.
You may decide to send us unsolicited ideas, including ideas for new promotions, products, services, applications, technologies or processes or other ideas (collectively, "User Ideas"). You must not transmit any User Ideas to or through the Services or Third Party Platforms, or to Us through e-mail, that You consider to be confidential or proprietary. You agree that We shall not be required to treat any User Ideas as being confidential or proprietary. You are responsible and liable for any User Ideas You submit. You agree that by submitting User Ideas to Us, including any concepts, know-how or ideas, You hereby grant Us a perpetual, worldwide, non-exclusive, royalty- free, sublicenseable and transferable license to use, reproduce, distribute, sell, exploit, prepare derivative works of and display the User Ideas in connection with the Services, and for ZIMARK’s (and its successor's) business, including without limitation, for promoting and redistributing part or all of the User Ideas (and derivative works thereof) in any media formats and through any media channels whether now known or hereafter developed, without payment or accounting to You or others. We are under no obligation to evaluate, review, or use any User Idea.
Pricing, Payment & Taxes
Pricing of Zimark Services is determined in accordance with the terms set forth in Our Talent Terms and Our Pricing and Promotions Policy. If You are a Client, You agree to pay the fees for the Services that You purchase, and hereby authorize Us to charge Your credit card for such fees. If Your credit card is declined, You agree to pay Us the fees within thirty (30) days of notification from Us, and pay (at Our discretion) a late payment charge of 1.5% per month, or the maximum permitted by law, whichever is greater.
All payments are paid to Zimark, LLC and it’s related subsidiaries.
European Union Users. By purchasing the Services(e.g. clicking or tapping the relevant purchase button), You are confirming that You want the Services immediately credited to Your Account and that by doing so You are hereby waiving any and all cancellation rights under applicable laws, including but not limited to the EU Consumer Rights Directive (2011/83/EU) and/or any national laws implementing it. Notwithstanding the foregoing, You will not be eligible for the refund right as set forth in the Refund Section. For avoidance of any doubt, refunds to You shall be applicable only in accordance with our refund policy described in the Refund Section.
European Union. In the event that the sale or delivery of a Author & Research Service or any Submitted Content to any Client in the European Union is subject to any value added tax ("VAT"), under applicable law, Zimark will collect and remit the VAT to the competent tax authorities for sales of such Author & Research Service or Submitted Content to Clients in the European Union. Zimark may at its own discretion increase the Sale Price where Zimark is of the view that VAT may be due and Zimark will have a liability to account for such. You will indemnify and hold Zimark harmless against any and all claims by any tax authority for any underpayment of VAT, and any penalties and/or interest thereon.
All Other Countries. For sales of any Services or Submitted Content in countries other than the European Union, You are responsible for remitting the taxes to the appropriate taxing authority (which may be different to the tax authority in Your own location). Zimark is unable to provide You with tax advice and You should consult Your own tax advisor.
Zimark may, in its sole discretion, round up or round down the Sale Price to the nearest whole functional base unit in which the Sale Currency is denominated (e.g. to the nearest dollar, euro or other supported currency); for example, Zimark will round up an amount of $101.50 to $102.00, and $101.49 to $101.00.
Some currencies are denominated in large numbers. In those cases, ZIMARK may determine the functional base unit in which those currencies are denominated to be 10, 100 or 1,000 of the currency; the corresponding examples for such currencies would be for Zimark to round up an amount of 1,045 up to 1,050 and 1,044 down to 1,040, or 35,450 up to 35,500 and 35,449 down to 35,400, or 837,500 up to 838,000 and 837,499 down to 837,000.
When browsing without logging in to Your Account, the Services will default the Sale Currency to the currency used in Your current geographic location. When you are logged in to Your Account, the Sale Currency will be based on Your geographic location as set upon Account signup. You cannot change Your displayed currency. In the case where your setting is not available, or it is not permitted by the payment gateway providers, the default denominator currency will be US Dollar.
Each foreign currency conversion is processed at a foreign currency conversion rate. This rate generally refers to the amount of one currency that must be paid to buy a certain amount of another currency at a given time. For example, if it costs US$125.00 to buy €100.00, the currency conversion rate of US dollars to Euros would be 1.25, and the currency conversion rate from Euros to US dollars would be 0.8. Currency conversion rates will vary from time to time.
Author & Researcher Services
Zimark does not offer no-question-asked types of refunds on any Author & Researcher Services you purchased through our website, and We are not liable for any damages you endured while using our Services. Such refunds cannot be honored because of the following factors:
Once Services starts, it means independent contracted Talents have started spending time on your research regardless if it is Technical Editing, Language Editing, Research Data Support, Graphics and Visualization, or technical review. In most circumstances, even though the tangible editing may have not been materialized, time may already been spent on preliminary procedures including but not limited to research diagnosis, background checks, data gathering and repository discovery, and peer talent discussions etc.
As outlined in the Services, Zimark does not directly hire Talents, and therefore cannot know specifically how much effort has the Talent spent at the time when you submit a refund request. Further, the details of the effort is hard to evaluate on a micromanagement and monetary basis even if we want to due to the nature of the Services we provide.
In case the disputes arise where You are unsatisfied with the Author & Researcher Services You purchased, you can submit disputes to us via firstname.lastname@example.org or other methods of communication you find convenient on Our site (“www.digital zimark.com”). We will evaluate your circumstances and make refunds, amendments, and reimbursement depending on the situation of the case based on our sole discretion. You can also submit manuscript modification requests to Talents in order to make sure the quality of the Service You purchased is inline with your expectations. However, please note that the quality standards are subjective in nature, different Talent will have different levels of expertise and different perceptions of the academic norms. For detailed quality reference, please refer to the information on the relevant order placement page.
The described quality is for cross-referencing only.
In no event shall Zimark be responsible or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, of following circumstances:
Failure to comply with academic ethical guidelines and code of conduct as indicated in the Code of Conduct Section of the Terms.
Extra time needed for further adjustment of delivery after You received your order on Author & Researcher Services.
Inaccurate and imprecise description/representation of your requirement such as vague languages, incorrect use of phrases (in case you are not native speaker of a particular language in which your Service is placed with) while you communicating with Us or Talents through any means of communication such as Online Chat, Email, Order Forms and Help Desks etc.
Failure to provide necessary information such as data, graphs, manuscript or any other types of files that are deemed necessary for successful completion of the Services. In case of such circumstances, We will proactively reach out to you for more information. Zimark will continue to pause your Services until receiving that information from You. It is Your responsibility to check the contacts method you provided during the order placement process to ensure You do not miss our notice. The delivery timeline will become void if you fail to provide necessary information at a timely manner.
Force Majure. Forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that the Trustee shall use reasonable efforts which are consistent with accepted practices in the banking industry to resume performance as soon as practicable under the circumstances.
Publication Processing Fees & Charges
A non-refundable one time article processing charges will incurred once you submit your manuscript for publication purposes. A detailed description of such charges can be found in Article Processing Charges on Our website. (https://www.zimarkdigital.com/airticle-processing-charges)
Zimark offers Users a Free Trial on each Subscription purchased on the Zimark. If You, as a Client, are unhappy with such a Subscription, You can stop the Recurring Charges by canceling from your Account before the start of next billing cycle. We would not be able to refund your subscription for current billing period. If you need help on cancelling your subscription, or request a refund, please contact Us via email@example.com. Please note that if We believe that You are abusing Our refund policy in Our sole discretion, We reserve the right to suspend or terminate Your Account and refuse or restrict any and all current or future use of the Services, without any liability to You.
If you are an Talent, you acknowledge and agree that Client have the right to receive a refund as set forth in this section. See Talent Terms for additional information on refunds.
Investment Research Related Contents
Zimark is NOT an SEC register adviser. Nothing contained herein constitutes an offer, solicitation or recommendation regarding any investment management product or service, or the offer to sell or the solicitation of an offer to buy any security; nor shall any such services be provided, or securities be offered or sold, in any jurisdiction in which such an offer, solicitation, provision or sale would be unlawful. All Site Content is subject to applicable statutes and regulations. Users and Clients are subject to securities and tax regulations within their applicable jurisdictions Persons in respect of whom such prohibitions apply must not access the Site.
Any reference to a particular company or security is not an endorsement by zimark or affiliates of that company or security or a recommendation by zimark or affiliates to purchase or sell such security. The information or investment research content on this site constitutes views from individual talents, professionals, and scholars, and is provided for informational only. Clients and subscribers should determine for themselves whether to invest via another third party that has registered with SEC.
Certain of the statements contained herein may be statements of future expectations and other forward-looking statements that are based on zimark or affiliates’ current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance, or events to differ materially from those expressed or implied in such statements. In addition to statements which are forward-looking by reason of context, the words “may, will, should, expects, plans, intends, anticipates, believes, estimates, predicts, potential, or continue” and similar expressions identify forward-looking statements.
The matters discussed herein may also involve risks and uncertainties described from time to time.
Although zimark or affiliates has taken reasonable care to ensure that the information contained within this Site is accurate, no representation or warranty (including liability towards third parties), expressed or implied, is made as to its accuracy, reliability or completeness by zimark or affiliates or their contractual partners. Opinions and any other Content are provided by zimark or affiliates for personal use and informational purposes only and are subject to change without notice. Nothing contained on this Site constitutes investment, legal, tax or other advice and is not to be relied on in making an investment or other decision.
Social Media Disclosure
Zimark affiliated social media accounts (Including company account) are run by individual Talents or other Zimark team members. Social media posts are not necessarily the opinion of Zimark as a whole. Zimark and its related persons (including Jack (Zhiyu) Wang), use social media conversations, including those on Twitter, as part of its investment research process. As a result, Zimark and clients as well as its related persons such as Jack (Zhiyu) Wang may (but do not necessarily) have financial interests in securities or issuers that we discuss. However, any discussion of securities or issuers by affiliated individual, accounts, and social media page in such conversations is not a recommendation to buy, sell or hold any particular security.
The trademarks, service marks, and logos (the "Trademarks") used and displayed through Our Services or in any Company Content are Our registered or unregistered Trademarks or of Our suppliers or third parties and are protected pursuant to U.S. and foreign trademark laws. All rights are reserved and You may not alter or obscure the Trademarks, or link to them without Our prior approval.
THE SERVICES, COMPANY CONTENT, SUBMITTED CONTENT, JOURNALS, AND ANY OTHER MATERIALS MADE AVAILABLE ON OR THROUGH THE USE OF THE SERVICES ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, ZIMARK AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON- INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. ZIMARK AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS DO NOT WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES, THE SUBMISSIONS, THE SERVER(S) ON WHICH THE SERVICES ARE HOSTED, OR ANY SERVICES AVAILABLE ON ANY THIRD PARTY PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO OPINION, ADVICE OR STATEMENT OF ZIMARK OR ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AGENTS, MEMBERS OR VISITORS, WHETHER MADE THROUGH THE USE OF THE SERVICES, OR ON THIRD PARTY PLATFORMS OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION ANY SERVICES PROVIDED ON ANY THIRD PARTY PLATFORM, ARE ENTIRELY AT YOUR OWN RISK.
Limitation of Liability
A possibility exists that the Services provided on any Third Party Platform could include inaccuracies or errors, or information or materials that violate these Terms. Additionally, a possibility exists that unauthorized alterations could be made by third parties to the Services available on any Third Party Platform. Although Zimark attempts to ensure the integrity of the Services on Third Party Platforms, we make no guarantees as to the Services' completeness or correctness. In the event that a situation arises in which the Services' completeness or correctness is in question, please submit a request to firstname.lastname@example.org (with the subject line "Inaccuracies in Services on Third Party Platform Name") with, if possible, a description of the Services to be checked and the location (URL) where such Services can be found on Our Services or Third Party Platform at issue, as well as information sufficient to enable Us to contact You. We will try to address Your concerns as soon as reasonably practicable. For copyright infringement claims, see our Intellectual Property Policy.
Zimark periodically schedules system downtime for the Services for maintenance and other purposes. Additionally, unplanned system outages may occur. You agree that Zimark has no responsibility and is not liable for: (a) the unavailability of the Services including those available on Third Party Platforms; (b) any loss of materials, data, transactions or any other information or materials caused by such system outages; (c) the resultant delay, mis-delivery, or non-delivery of data, transactions or any other information or materials caused by such system outages; or (d) any outages caused by any third parties, including without limitation, any companies or servers hosting the Services, any Internet service providers, any Third Party Platforms, or any Internet facilities and networks.
You hereby indemnify, defend and hold harmless Zimark, and its affiliates, officers, directors, agents, partners, employees, licensors, representatives and third party providers from and against all reasonably foreseeable losses, expenses, damages, costs, claims and demands, including reasonable attorneys' fees and related costs and expenses, due to or arising out of Your breach of any representation or warranty hereunder. We reserve the right, at Our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You under this Section 14, and in such case, You agree to fully cooperate as reasonably required with such defense and in asserting any available defenses.
Statute of Limitations. Any claim or cause of action arising out of or related to use of the Services, the Terms, or any services or information available through Third Party Platforms, must be filed within 1 year after such claim or cause or action arose regardless of any statutes or law to the contrary. In the event any such claim or cause of action is not filed within such 1-year period, such claim or cause of action are forever barred.
Zimark reserves the right to terminate, suspend, modify, or delete, at Our sole discretion, any (a) Submitted Content, Company Content, Journals, or any Service; and (b) Your access to Our Services or Your Account, as follows:
If You breach or violate any of these Terms or any of Our applicable policies, as posted on Our Services from time to time, Zimark may take action immediately without prior notice to You. If We take action pursuant to this section, We shall not have any liability to You for any Journal(s), Book(s), or Author & Researcher Services You may have purchased nor for any other use of Our Services associated with Your Account. For avoidance of any doubt, You understand and agree that You will not be compensated nor be eligible for any refund under any circumstances for any such access lost to Our Services, including without limitation to Journal(s), Book(s), or Author & Researcher Services You may have purchased;
We may also take action for any reason or no reason, in which case We will provide prior notice to You. If We take action pursuant to this section, (a) if You are a Client We will refund You for any access lost to Journal(s), Book(s), or Author & Researcher Services that You may have purchased during the three (3) months period prior to such termination, all in accordance with and subject to the terms of Our refund policy set forth herein; and (b) If You are a Talent, any such termination will also terminate Your right to offer Your Journal(s), Book(s), or Author & Researcher Services through Our Services, and Zimark will pay all outstanding amounts owing to You up to termination date. Please note that the Client who purchased your Journal(s), Book(s), or Author & Researcher Services will retain access to the Journal(s), Book(s), or Author & Researcher Services so long as Zimark deems necessary.
By using Our Services or communicating with Zimark , You agree that Zimark may communicate with You electronically regarding security, privacy, and administrative issues relating to Your use of the Services or these Terms. If Zimark learns of a security system's breach, Zimark may attempt to notify You electronically by posting a notice through the Services or sending an email to You. You may have a legal right to receive this notice in writing. To receive free written notice of a security breach (or to withdraw Your consent from receiving electronic notice), please write to Zimark at email@example.com. Notice will be deemed given twenty-four hours after e-mail is sent, unless the sending party is notified that the e-mail address is invalid. Alternatively, Zimark may give You legal notice by mail to a postal address, if provided by You through Your use any of the Services. In such case, notice will be deemed given three days after the date of mailing.
Entire Agreement. These Terms and any policies applicable to You posted on Our Services constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all previous written or oral agreements between the parties with respect to such subject matter.
Severability. If any provision of these Terms is found to be illegal, void or unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions of these Terms.
Waiver. A provision of these Terms may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of Zimark to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision.
Notice. Any notice or other communication to be given hereunder will be in writing and given by facsimile, postpaid registered or certified mail return receipt requested, or electronic mail.
No Agency. Nothing in these Terms shall be construed as making either party the partner, joint venture, agent, legal representative, employer, contractor or employee of the other. Neither Zimark nor any other party to these Terms shall have or hold itself out to any third party as having, any authority to make any statements, representations or commitments of any kind, or to take any action that shall be binding on the other except as provided for herein or authorized in writing by the party to be bound.
Governing Laws. These Terms and Your use of the Services shall be governed by the substantive laws of the United States without reference to its choice or conflicts of law principles that would require the application of the laws of another jurisdiction and shall be considered to have been made and accepted in the United States given our server, repository, and data are stored in the US.