Last updated on November 15, 2024. If you read an earlier version, it is your responsibility to read, and you are bound by, the current version.

These Terms of Service (“Terms of Service” or “Terms”) are a legally binding agreement between you (“you” and “your”) and RegulatorGuards LLC (or its successors or assigns) doing business as Clientis Technologies (“Clientis” “we” “our” “us”) governing your use of the Service and your relationship with us.

You accept these Terms of Service by: (i) accessing or using the service, (ii) clicking to accept these Terms of Service, or (iii) accepting these Terms of Service in any other way. If you do not agree to these Terms of Service, you should not access (and you do not have our permission to access) the Service.

Our Privacy Policy confers significant rights and privileges to you as a user of this Service. Our  Privacy Policy, as amended from time to time in accordance with its terms, is incorporated herein by reference. Your remedies for any breach of our Privacy Policy are set forth below under the heading “Remedies for Breach of Privacy Policy.”

We may modify these Terms of Service in our sole discretion by posting updated versions here or by otherwise providing notice to you.

These Terms of Service prevail over any marketing statements or marketing materials, in any form in which they may be distributed, including without limitation, materials contained elsewhere on this site.

SPECIFIC TERMS

1. Ownership of the Service and Your Data. The platform, all databases and their contents, all course materials, designs, know-how, derivatives, and other intellectual property are owned solely by us, and we alone may exploit our intellectual property rights for financial or other gain. Your submissions and data are owned by you and are licensed by you to us to use in accordance with and subject to our Privacy Policy.
2. License Term and Rights. Unless otherwise stated in the course outline or syllabus, a purchase confers upon the Purchaser a non-exclusive 365-day right or license to use to the platform, database, and downloadable materials, including any updates or additions that are made available on the platform during the License Term. A Purchaser shall purchase a license for each person who uses the Service. The assigned user of the Service shall be the Licensee. The License is non-transferrable and non-shareable. Each License has separate logon credentials. A Licensee shall not share his or her logon credentials with any other person regardless of whether the Licensee enjoys common employment or a common residence or office with the other person. A License shall be assigned to only one member of an employment group at a time. A Purchaser of multiple licenses may reassign a License from one employee of the Purchaser to a different employee of the Purchaser. The reassignment of a License shall not extend the Term of the License. The Licensee may download course materials but shall not duplicate or transfer said materials to any other person. The Licensee shall not post the materials to or on any public or private forum where others may access said materials without compensating us. The Licensee shall not sell, resell, or offer to sell or resell the downloadable materials in the form received or any altered or derivative form during the License Term or thereafter. Any such commercialization by you of the Licensed materials is actionable by us as a violation of our intellectual property rights.
3. Payments and Financial Policies. Our standard prices, as updated from time to time, are published on our site. Group purchasers receive a discount off our standard prices. The amount of the discount depends on the size of the group. We may offer coupons or temporary price reductions to the public from time to time. We do not issue credits or refunds if the published price of a license decreases, for any reason, during the License Term. The price is due in full at the time the license is issued. However, we may, in our sole discretion, extend you a plan to pay in installments. For installment plan licensees, we reserve the right, in our sole discretion, to drip the content (i.e., to delay your access to some of the content) so that the amount of content you consume does not significantly surpass the amount for which you have paid at any given time. Individual installment plans require you to provide a form of payment that we maintain on file (subject to our Privacy Policy) together with the dates that we may withdraw installments from that form of payment. Corporate installment plans require payment by direct deposit or commercial check only. The payment schedule is as is set forth in your contract or invoice. If any Licensee fails to make an installment when due, your License may be suspended until such payment is made. Service interruptions due to untimely payment shall not result in an extension of the License Term. If a Licensee cancels the license after consuming more than fifty percent (50%) of the licensed content, said Licensee shall be liable for the full purchase price of the license, and you authorize us to bill any form of payment on file and to pursue all other remedies available to us under the Dispute Resolution Policy for the balance you owe to us.
4. Service Availability and Disruption. We will use our best efforts to make the platform available to you on a continuous basis during the term of your License. However, the Service shall be suspended from time to time for ordinary maintenance and for launch of product upgrades. The Service also may be suspended from time to time for extraordinary maintenance. We will endeavor to provide prior notice of scheduled ordinary maintenance and product upgrades. No extension of the License Term will be provided for disruptions caused by either announced or unannounced ordinary maintenance or product upgrades. Extraordinary maintenance normally is caused by unexpected events such as natural disasters or security breaches. We likely will be unable to provide prior notification of extraordinary maintenance. If the Service is unavailable for longer than forty-eight (48) consecutive hours, we shall extend the term of your License by at least the number of days, or portions thereof, that the Service was unavailable. Such an extension of your License shall be the sole remedy to which you are entitled due to a Service interruption.
5. Remedies for Breach of Privacy Policy. If your data is sold or intentionally transferred by us in violation of our Privacy Policy, you may accept, as Liquidated Damages, a full refund of the license fees you paid for the user or users whose data was sold or intentionally transferred, or you may seek provable greater damages in accordance with our Dispute Resolution Policy. If you seek provable greater damages and fail to prove that your damages are greater than the Liquidated Damages amount, we shall be entitled to recover, from you, our costs and reasonable attorney’s fees incurred in defending against your claim for greater damages. If you opt for or accept Liquidated Damages, you shall forever be bound by that choice and shall not seek other or further damages from us. The time for seeking damages, whether Liquidated Damages or otherwise, under this paragraph shall be capped at one year (365 calendar days) from the date you learned or should have learned of the Breach, notwithstanding any statutory, judicial, or other provision of law that might provide for a longer period to seek damages.
6. Limitations on Liability. Except as expressly set forth in this Agreement, neither party shall be liable to the other for loss of profits, loss of use, loss of data, interruption of business, or any indirect, incidental, special or consequential damages arising out of or in any way connected with the use of this Service or with the delay or inability to use same, or for any breach of security, or for any content, products or services obtained through or viewed on the Service, or otherwise arising out of the use of same, whether based on contract, tort, strict liability, regulation, common law precedent or otherwise even if such damages result from a Party entity’s negligence. 
7. Dispute Resolution Policy. If you are displeased with any aspect of our relationship under this Agreement, you may contact our Customer Support helpline at +1 (888) 478-8522 to attempt a speedy resolution of the matter.

a) Informal Dispute Resolution. If you are unhappy with the outcome of your (or do not commence a) conversation with Customer Support, you must attempt an informal resolution prior to seeking a formal resolution as set forth below. The Informal Dispute Resolution process requires that you provide us with fifteen (15) days’ written notice of any dispute under this Agreement. During the fifteen-day window you must actively participate in and consider any resolution efforts we make. Failure to provide written Notice as required in this paragraph shall constitute grounds for the dismissal or denial of any claim you later file in arbitration or otherwise.

b) Binding Arbitration. If we do not reach an agreed-upon solution within a period of fifteen (15) days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then we both agree to resolve by arbitration any and all controversies, claims, or disputes arising out of, relating to, or resulting from (1) your relationship with the us, (2) these Terms of Service, (3) any other aspect of the Service. These Terms of Service are intended to require arbitration of every claim or dispute that lawfully can be arbitrated. Arbitration shall be pursuant to and in accordance with the Commercial Arbitration Rules and Mediation Procedures of the American Arbitration Association. The governing law shall be the laws of the state of Florida without regard to any conflict of laws’ provisions.

c) Limitations on the Agreement to Arbitrate. The binding arbitration requirement shall be limited as follows: (i) Intellectual Property Claims. Notwithstanding the parties’ decision to resolve all disputes through arbitration, either Party may bring an action on an individual (not class or representative action) basis in state or federal court or in the U.S. Patent and Trademark Office to protect its patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights and (ii) Small Claims Court. Notwithstanding the parties’ decision to resolve all disputes through arbitration, either Party may seek relief in a small claims court on an individual (not class or representative action) basis for disputes or claims within the scope of that court’s jurisdiction.

d) Attorney’s Fees. Except as otherwise expressly provided herein, each party shall be responsible for its, their, his, or her own attorney’s fees incurred in connection with this Agreement.