ACCEPTANCE OF TERMS OF SERVICE 

These Terms of Service (“Agreement”) are binding between you (“You”, “Your”, “User” or “Users”) and NNRoad Inc. (“We”, “Us”, “Company”, “Our” or “NNRoad”), the owner and operator of www.nnroad.com (the “Website”). This Agreement states the terms of service governing Your use of the Website. By accessing and using the Website, You are indicating that You accept, and agree to comply with this Agreement. By using the Website, You warrant and represent that You have the right, authority and capacity to enter into the Agreement. If You do not accept this Agreement, do not access or use this Website. 

USE OF WEBSITE

You shall use this Website for lawful purposes only and in compliance with these terms and all applicable law, rules and regulation. You agree not to: attempt to disable or circumvent any security mechanism used by the Website or otherwise attempt to gain unauthorized access to any portion of the Website or any other systems or networks connected to the Website, or to any server of Company or its Third-Party service providers, by any mean(s); use any device, program, algorithm or methodology, or any comparable manual process, to access, acquire, copy or monitor any portion of the Website; to interrupt or interfere with, or attempt to interrupt or interfere with, the proper operation and working of the Website; track or seek to trace any information on any other person who visits the Website; use the Website for, or in connection with, any illegal purpose, to solicit, facilitate, encourage, or induce any illegal activity, or as otherwise prohibited by this Agreement or applicable laws, rules or regulations; copy, modify, create a derivative work of, reverse engineering, recompile or otherwise attempt to extract the source code of any proprietary software used to provide or maintain the Website or that is otherwise applicable to the Website. 

INTELLECTUAL PROPERTY RIGHTS

NNRoad or its licensors own all legal right, title and interest in the Website, including but not limited to any copyrights, trademark rights, patent rights, moral rights, and other intellectual property and proprietary rights therein, whether such rights are registered or unregistered, and wherever in the world those rights may exist. The Website and all its contents and features, including but not limited to all materials displayed or performed on or accessible through the Website, including any text, images and other materials contained or displayed are the intellectual property of NNRoad or its licensor. Your use of the Website does not grant You ownership of any kind of intellectual property rights in the Website or any registered trademarks of NNRoad, Inc. You are not authorized to use the aforementioned legal rights, titles and interests without Our prior written consent or licensor’s prior written consent. 

THIRD-PARTY WEBSITES

The Website may contain links to Third-Party websites that are not owned or controlled by NNRoad (the “Third-Party websites”). Third-Party websites, listed as hypertext links, are not under the control of NNRoad. We provide such links solely as a convenience to You. We do not review, approve, endorse or make any representations about such Third-Party websites, the companies or persons who own and/or operate them, or any information, software or other products and services made available through such Third-Party websites, or any results that may be obtained from using them. You are solely responsible for Your activities conducted in connection with such Third-Party websites. Your use of Third-Party websites is subject to the terms of use and privacy policies located on the Third-Party websites. 

INDEMNIFICATION

You hereby agree to defend, indemnify, and hold Company and its members, officers, employees, shareholders, and agents harmless from and against any and all losses, liabilities, damages, and/or claims, including, without limitation, attorney’s fees and costs, arising from: Your use of the Website or any content You submit through the Website; a breach of these Terms of Service by You, Your employees or agents; a violation of any applicable law by You, Your employees or agents; any action against Company by a Third-Party as a consequence of any of the above. 

USER SUBMISSIONS

You agree to provide accurate, current, and complete information when contacting Us or using the “Contact Us” submission form. You agree not to submit or transmit to the Website or otherwise provide to the Company any submission or other material that: is unlawful; harmful; threatening; abusive; harassing; defamatory; hateful; is false, misleading, or constitutes an unfair or deceptive trade practice; constitutes a breach of Your obligations or an invasion of privacy; infringes on any third-party patent, trademark, trade name, corporate name, trade secret, copyright, publicity, or other proprietary or property rights; or contains viruses, Trojan horses, worms, or other code, scripts, routines, files or programs designed to alter, interrupt, impede, limit or destroy the performance and/or functioning of any software, hardware or other equipment.

DISCLAIMER OF WARRANTIES

The Website, its content, and products are furnished to You “as is” and without warranties, representations or conditions, statutory or otherwise, of any kind. Company, on behalf of itself and its affiliates, licensors, suppliers and third-party service providers, and each of their respective directors, officers, members, employees, contractors, agents, successors, and assigns (collectively the “NNRoad Parties”): cannot and do not represent or warrant that the Website or its server shall be uninterrupted, stable, free from unauthorized access (including third-party hackers or denial of service attacks), or otherwise meet Your requirements; do not represent or warrant that the Website, content, or products will be error-free or that any defects will be corrected; and do not make any representations, warranties or conditions regarding the use of the Website, content or products in terms of their accuracy, reliability, timeliness, completeness or otherwise. 

LIMITATION OF LIABILITY

In no event shall any NNRoad Parties be liable to You, or any Third-Party, for any damages or injuries, including but not limited to special, indirect, incidental, or consequential damages of any kind, including, but not limited to, property damage, loss of profit services, whether based on breach of any express or implied warranty or condition, breach of these terms or tort (including, without limitation, negligence or strict liability), even if Company was advised of the possibility of such damages.  
NNRoad Parties are not responsible for any damages or injury, including but not limited to special, indirect, incidental or consequential damages, resulting from Your use or inability to use of this Website or any of its contents.  Nothing in this section shall exclude or limit NNRoad Parties’ liability for losses, which may not be lawfully excluded or limited by applicable law, in which case, such NNRoad Parties’ liability will be limited to the greatest extent permitted by applicable law. 

CHOICE OF LAW and DISPUTE RESOLUTION

• Choice of Law

  The validity, interpretation, and performance of this Agreement shall be controlled by and construed under the laws of the State of California without regards to conflicts of laws principles. 

• Dispute Resolution

  Except as prohibited by law, any dispute or controversy regarding the enforcement or interpretation of this Agreement shall be resolved through binding arbitration, conducted by the American Arbitration Association under its rules, in San Francisco, California. You understand that by agreeing to arbitrate disputes You are waiving any right You might otherwise have to a jury trial.  This arbitration provision is not intended to modify or limit the right of the Parties to seek equitable relief, such as an injunction or attachment, through judicial process, which shall not be deemed a waiver of the right to demand and obtain arbitration. 

CLASS ACTION WAIVER

Any arbitration under this Agreement shall take place on an individual basis; class arbitrations and class actions are not permitted. Neither You nor Company has the right to act as a class representative or participate as a member of a class of claimants with respect to any claim. 

• Right to Access

  As the data subject, You have the right to access Your personal data. In accordance to the GDPR, NNRoad will inform You of the purpose of processing and the legal basis for the processing Your data. 

• Right to rectify

  As the data subject, You have the right to rectify any inaccurate or incomplete data that concerns You. In accordance to the GDPR, NNRoad will ensure Your personal data is modified. 

• Right to Erasure

  As the data subject, You have the right to request that Your personal data be erased. In accordance to the GDPR, NNRoad will ensure Your data is destroyed securely. 

INTERNATIONAL USE

This Website is operated and controlled by Us in the United States. This Website may be accessed by Users in other countries. We make no warranties that the contents of this Website are appropriate or available for use in such locations. If it is illegal or prohibited in Your country of origin to access or use this Website, then You should not access or use it. Those who choose to access this Website outside the United States are responsible for compliance with all local laws and regulations. 

This Agreement will continue unless and until it is terminated as described in this Section. Company may immediately terminate this Agreement if:  (a) You have breached Your obligations under this Agreement; (b) You have violated applicable laws, regulations, or Third-Party Service Providers rights; or (c) if We consider in good faith that such termination is necessary to protect Our rights and interests. 

USE OF EMPLOYMENT COST CALCULATOR

• NNRoad makes no claim as to the accuracy, completeness, timeliness or fitness for any particular purpose any results produced by any of NNRoad’s employment cost calculator(s). If You use the results for any purpose the responsibility of that use is entirely with You the user.
• We grant you a personal, non-transferable and non-exclusive right and license to use this Website’s employment cost calculator for non-commercial purposes provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code comprising this Website and the employment cost calculator.
• You agree not to access the employment cost calculator service by any means other than through the interface that is provided by the Website.
• We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the service available through the Website with or without notice.
• You agree that We are not liable to You or to any third party for any:
  1. modification, suspension or discontinuance of the aforementioned service,
  2. use of results displayed by the employment cost calculator,
  3. change in cost of service that is different from the results produced by the employment cost calculator.
• By using this Website, You agree to these terms of use and you agree that We may update them from time to time.
• You further agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of this Website.
• Your correspondence or business dealings with NNRoad Parties found on or through Website, including payment and delivery of related goods and/or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between You and such NNRoad Party.
• You agree that We shall not be responsible or liable for any loss or damage of any sort caused or alleged to be caused by or in connection with any such dealings or as the result of the presence of such NNRoad Parties through Website.
• Your use of the employment cost calculator is at Your own risk.

MISCELLANEOUS

• Entire Agreement

  Except as expressly agreed by Us and You, this Agreement and any other terms or policies referenced herein, is the entire agreement between You and the Company and supersedes any prior agreement or understanding regarding anything connected to that subject matter. 

• Modification

  Company may add to, change or remove any part of the Website, including, without limitation, any content, at any time without prior notice to You. We also reserve the right to modify this Agreement at any time. When We make changes to the Agreement, We shall revise the “Last Updated” date at the top of the Agreement and We shall notify You of the changes by prominently posting a notice of such changes on the Website and/or by sending You an email. By continuing to access and use the Website after any such changes have been posted, You are indicating Your acceptance of such changes, even if You have not reviewed the changes. 

• No Joint-venture or partnership

  Unless provided specifically, there shall be no joint venture, partnership, employment, or agency relationship between You and Us as a result of this Agreement or Your use of the Website. 

• Electronic Communications

  Whenever You visit our Website or send Us emails, You are communicating with Us electronically. For that reason, You also consent to receive communications from Us electronically. We shall communicate with You by email (if You have provided Your email address to Us), by posting notices on our Website or by such other means as We may determine from time-to-time. 

• Waiver

  Company’s failure to exercise, partially exercise or delay in exercising any right or remedy under this Agreement shall not operate as a waiver or estoppel of any right, remedy or condition. No waiver shall be effective against Us or Our Service Providers unless made in writing, and such waiver shall not be construed as a waiver in any other or subsequent instance. 

• Severability

  If any provision of this Agreement is held invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired. 

• Assignment

  You may not assign or otherwise transfer Your rights under this Agreement to a Third-Party without Company’s prior written consent. Company may assign or transfer its rights or delegate any performance under this Agreement to any Third-Party in its sole discretion. 

• Comments and Concerns

  The Website is operated by NNRoad, Inc. Any feedback, comments, requests for technical support, and other communications relating to the Website should be directed to: [email protected]