SURGENT TERMS OF SERVICE
[Revised: January 8, 2018]
1.2 Our Services are offered and available to users who are over 18 years old. By using our Services, you represent and warrant that you are over 18 years old, and are able to form a binding contract with us. If you do not meet all of these requirements, you must not access or use our Services.
1.3 Surgent will be delivering to you or making available to you important information from time to time. By using our Services, you hereby agree to retrieve, in a timely manner, all electronic communications made available to you by us, including, for example, course update announcements, acknowledgements, e-mail messages, mails, and online notices.
2. Permitted Uses
3. Prohibited Uses
3.1 You shall not:
3.1.1 use our Services for unlawful purposes.
3.1.2 violate any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries.
3.1.3 disclose, publish, distribute, publically perform, publically display, offer to sell, sell, resell, lease, sublease, transfer, license, sublicense, assign, or distribute any portions of our Services or any materials derived from our Services, in whole or in part; or
3.1.4 share your username and password with another;
3.1.5 allow another to access your account or any materials you have that are derived from our Services; or
3.1.6 exploit our Services for any commercial purposes; or
3.1.7 copy, modify, transmit, or create derivative works, in whole or in part, of our Services or any materials derived from our Services for commercial purposes, without prior written consent from Surgent; or
3.1.8 impersonate or attempt to impersonate Surgent, a Surgent employee, another user or any other person or entity, including, without limitation, by using e-mail addresses associated with any of the foregoing; or
3.1.9 engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of our Services, or which, as determined by us, may harm us or our users or expose us to liability; or
3.1.10 use our Services in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of our Services, including their ability to engage in real time activities through our Services; or
3.1.11 use any robot, spider or other automatic device, process or means to access our Services for any purpose, including monitoring, copying, scraping any of the materials from our Services; or
3.1.12 use any manual process to monitor or copy any of the material from our Services for any other unauthorized purpose without prior written consent from Surgent; or
3.1.13 use any device, software, routine that interferes with our Services; or
3.1.14 introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful or can interfere with our Services; or
3.1.15 attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of our Services, the server on which our Services uses, or any server, computer or database connected to our Services; or
3.1.16 attack our Services via a denial-of-service attack or a distributed denial-of-service attack; or
3.1.17 attempt to circumvent any security features in our Services; or
3.1.18 otherwise attempt to interfere with the proper working of our Services; or
3.1.19 attempt to or giving another the means to access, inspect, modify, distribute, copy, or reverse engineer computer codes (including software, HTML codes, source codes, executable codes) of our Services; or
3.1.20 infringe, misappropriate, or engage in any unauthorized uses of our intellectual property, which includes, but is not limited to all patents, copyright, trademarks, trade secrets, trade dress, or knowhow of or used by Surgent.
3.3 We have the right to pursue any potential violations of this Terms of Service in a court of competent jurisdiction, including seeking all legal and equitable remedies we may be entitled to and collecting from you any costs and attorney fees in connection with the exercise of our right.
3.4 We have the right to cooperate with law enforcement in connection with any prosecution arising out of the use of our Services.
4. Intellectual Property Rights
4.1 Our Services, and all the materials and its entire contents, features and functionality, including but not limited to all information, computer codes (including software, HTML codes, source codes, executable codes), interfaces, text, displays, images, video and audio, and the design, selection and arrangement thereof, are owned by us, its licensors or other providers of such material and are protected by United States and international copyright, patent, trademark, trade dress, look and feel, trade secret, knowhow and other intellectual property or proprietary rights laws.
4.2 You must not remove any copyright or trademark (including service marks and trade names) notices on our Services.
4.4 If you believe in good faith that materials available through our Services infringes your copyright, you may send us a written notice by mail, email or fax, requesting that we remove the material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, you may send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the Digital Millennium Copyright Act of 1998 and should be sent by mail to 237 Lancaster Ave Devon, PA, 19146, by email to firstname.lastname@example.org , or by fax to (610) 688 3977. For details on your rights and statutory notice and counter-notice requirements please consult your legal representative.
5. Our Services
5.1 Our Services are designed to provide practical and useful information on the subject matter covered. WHILE SUCH CONTENT MAY CONCERN ACCOUNTING ISSUES, TAX ISSUES, LEGAL ISSUES, OR OTHER ISSUES RELATED TO PROFESSIONAL SERVICES, YOU HEREBY ACKNOWLEDGE THAT SUCH CONTENT IS NOT ACCOUNTING ADVICE, TAX ADVICE, LEGAL ADVICE, OR OTHER PROFESSIONAL SERVICES ADVICE. YOU SHOULD NOT ACT OR REFRAIN FROM ACTING ON THE BASIS OF ANY CONTENT PROVIDED BY OUR SERVICES WITHOUT SEEKING THE ADVICE OF A COMPETENT PROFESSIONAL IN THE APPLICABLE SUBJECT MATTER. SURGENT EXPRESSLY DISCLAIMS ALL LIABILITY IN RESPECT OF ACTIONS TAKEN OR NOT TAKEN BASED ON ANY CONTENT PROVIDED BY OUR SERVICES OR IN CONNECTION WITH OUR SERVICES. YOU ACKNOWLEDGE AND AGREE THAT THE CONTENT IS NOT PROVIDED FOR THE PURPOSE OF RENDERING ACCOUNTING, TAX, LEGAL OTHER PROFESSIONAL SERVICES. IF YOU BELIEVE YOU REQUIRE ACCOUNTING ADVICE OR OTHER EXPERT ASSISTANCE, YOU SHOULD SEEK THE SERVICES OF A COMPETENT PROFESSIONAL.
5.2 Surgent uses all reasonable efforts to ensure that information provided from our Services is complete, accurate and current. SURGENT DOES NOT WARRANT OR GUARANTY THAT INFORMATION WE PROVIDE THROUGH OUR SERVICES, INCLUDING ALL DESCRIPTIONS, IMAGES, REFERENCES, FEATURES, CONTENT, SPECIFICATIONS, PRODUCTS, PRICES OF PRODUCTS AND SERVICES, OR THE TIME THE MATERIAL IS AVAILABLE, IS ALWAYS ACCURATE, COMPLETE OR CURRENT. Descriptions and images of, and references to, third-party products or services by us do not imply we endorse such third-party products or services. Any performance measurements provided by our Services are approximate and are provided for convenience purposes only.
5.3 Surgent reserves the right, at any time and from time to time, in its sole discretion, to modify or discontinue, temporarily or permanently, any materials provided by Services, with or without notice.
5.4 Surgent reserves the right, at any time and from time to time, in its sole discretion, to modify or terminate, temporarily or permanently, any content or features of our Services, with or without notice.
5.6 We make no representation that our Services is appropriate or may be used outside of the United States. In choosing to access our Services, you do so on your own initiative and at your own risk, and you are responsible for complying with all local laws, rules and regulations. You are also subject to United States export controls and are responsible for any violations of such controls, including any United States embargoes or other federal rules and regulations restricting exports. We may limit the availability of our Services, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time. Not all of our Services are available in all states or territories within the United States.
6. Paid Content
6.1 Surgent grants you a limited, personal, non-commercial, non-exclusive and nontransferable license to use certain restricted portions of our Services, such as Surgent CPA Review, Surgent Live Seminars, or another course, material, session (each a “Paid Content”) for two (2) years, when you purchase such Paid Content.
6.2 You may purchase a Paid Content with a credit card through our third-party suppliers and service providers online or through our sales representative on the phone. By making a purchase with Surgent, YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) UTILIZED IN CONNECTION WITH ANY TRANSACTION.
6.3 If the option is available to you, you may pay the purchase price for Paid Content in installments (each an “Installment”). In the event that any payment, including any Installment, cannot be processed or is otherwise not paid when due, you agree and acknowledge that Surgent may deny you access to the Paid Content at any time without notice to you.
6.4 The license for a Paid Content shall automatically expire on the second anniversary of the date the Paid Content was initially accessed, subject to extensions as provided under Section 6.5 below.
7. User Name, Password and Security
7.1 You are responsible for maintaining the confidentiality of your account information, including but not limited to your username and password, and shall exercise best efforts to maintain their confidentiality, including, at the minimum, log out from your account at the end of each session.
7.2 You agree that you shall be fully responsible for all activities that occur under your account.
7.3 You agree that you shall notify Surgent at email@example.com immediately if you suspect any unauthorized access of your account or security breaches.
7.4 Surgent shall not be liable for any loss or damage arising from your failure to comply with this Section 7.
8. User Contributions
8.1 You are solely responsible for the content that you publish or display on our Service or transmit to another (“Post”). You will not Post any defamatory, inaccurate, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, racially offensive, or illegal material, or any material that infringes or violates the rights, including, but not limited to, intellectual property rights, and rights of privacy and publicity, of anther.
8.2 You grant Surgent and its affiliates a worldwide, perpetual, irrevocable, non-exclusive, royalty-free license and right to copy, use, transmit, distribute, publicly perform and display (through all media now known or hereafter created), and make derivative works from your Post for any purpose. In addition, you waive any “moral rights” or the like in your Posts. If you make suggestions to improve our Services, we shall have the right to use your suggestions without any compensation to you. You are and remain responsible and liable for the content of any Posts.
8.3 Without limiting the aforementioned, if you speak or present at one of our events, such as a live course or seminar, you consent to Surgent recording such presentation in connection with such event, including any presentation materials you use (together “Presentation Materials”). You also grant Surgent a worldwide, perpetual, irrevocable, non-exclusive, royalty-free license and right (1) to publish, distribute, public display, public perform any such presentation through all media now known or hereafter created and (2) to copy, use, transmit, distribute, publicly perform and display any such Presentation Materials through all media now known or hereafter created.
8.4 Surgent have the right but not the obligation to monitor, evaluate or alter any Post before or after they appear on our Services.
8.5 Surgent have the right to disclose any Post and the circumstances surrounding their transmission to anyone for any reason or purpose.
9.3 Upon the expiration of a license to a Paid Content, you shall immediately destroy all copies made of the Paid Content or any portions thereof, whether in electronic or print form.
9.4 Surgent has the right to delete your account and any information you stored on your account in connection a Paid Content when your license to that Paid Content has expired.
YOU ACKNOWLEDGE THAT INCOME TAX, AUDITING, ACCOUNTING AND OTHER RULES, REGULATIONS AND METHODS ARE SUBJECT TO CHANGE AND ARE OF SUCH COMPLEXITY THAT THE MATERIALS MAY BE INACCURATE, INCOMPLETE OR CONTAIN DEFECTS.
YOU ACKNOWLEDGE THAT ANY SERVICE MADE AVAILABLE TO YOU BY SURGENT IS “AS IS,” “WHERE IS,” AND “WITH FAULTS” WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY. NEITHER SURGENT NOR ANY PERSON ASSOCIATED WITH SURGENT MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF OUR SERVICES. WITHOUT LIMITING THE FOREGOING, NEITHER THE SURGENT NOR ANYONE ASSOCIATED WITH SURGENT REPRESENTS OR WARRANTS THAT OUR SERVICES, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH OUR SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SERVICES OR THE SERVER THAT MAKES OUR SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT OUR SERVICES OR ANY ITEMS OBTAINED THROUGH OUR SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. YOU AGREE THAT YOU MUST EVALUATE AND THAT YOU BEAR ALL RISKS ASSOCIATED WITH THE USE OF OUR SERVICES, INCLUDING WITHOUT LIMITATION, ANY RELIANCE ON THE ACCURACY, COMPLETENESS, USEFULNESS, TIMELINESS, AND SECURITY OF ANY MATERIALS AVAILABLE THROUGH OUR SERVICES. SURGENT DISCLAIMS ALL WARRANTIES WITH RESPECT TO OUR SERVICES TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT AND TITLE.
11. Limitation of Liability
IN NO EVENT SHALL SURGENT, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE OUR SERVICES OR ANY CONTENTS LINKED THROUGH OUR SERVICES INCLUDING BUT NOT LIMITED TO INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OR DAMAGE OF DATA, DAMAGE TO OR INTERRUPTION OF LOCAL AREA NETWORK, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. THE MAXIMUM AGGREGATE LIABILITY OF SURGENT, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS IN CONNECTION WITH OUR SERVICES, WHETHER IN TORT, CONTRACT OR OTHERWISE, SHALL NOT EXCEED THE TOTAL PAYMENT SURGENT RECEIVES FROM YOU FOR OUR SERVICES.
13. Dispute Resolution.
13.3 Arbitration proceedings shall be administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules in New York, New York, except that, to the extent that either party has in any manner infringed upon or violated or threatened to infringe upon or violate the other party’s intellectual property rights, such as patent, copyright, trademark or trade secret rights, such other party may seek injunctive or other appropriate relief in any state or federal court in the State of New York and you consent to exclusive jurisdiction and venue in such courts. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
13.5 IN THE CASE THAT A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, THE PARTIES WAIVE ANY RIGHT TO A JURY TRIAL.
14. Limitation on Time to File Claims
Sections 3, 4, 5, 7, 8, 10, 11, 12, 13, 14 and 15 shall survive termination, cancellation or expiration of this Terms of Service.
15.3 Entire Agreement.
15.4 Pass Rate Calculation
Surgent’s published Pass Rate is reflective of students who followed Surgent’s recommended study plan, and achieved a ReadySCORE of at least 75 acoss all content areas, topics, and question types (multiple-choice questions and simulations). Surgent proactively reaches out to each customer post-exam date to collect CPA Exam score data. Scores are voluntarily submitted by customers and not verified further by Surgent. Surgent attempts to collect every customer student score.
All other feedback, comments, complaints, requests for technical support and other communications relating to our Services should be directed to:
Attn: Elizabeth Kolar, Vice President
237 Lancaster Ave, Devon, PA 19333