Terms

We may update these Terms from time to time. If a material change is made, we will post a notice on the Website or send you a notification. Read through any changes, and if you do not agree to them, please stop using the Website. If you continue to use our Website after we notify you of changes, you will be deemed to have accepted the updated Terms, except to the extent prohibited by applicable law. Some jurisdictions do not permit unilateral updates or changes to consumer  terms, so this paragraph may not apply to you. As such, you may wish to keep a copy of the Terms to which you agree.

You are only eligible to use the Website or purchase products or services through our Website if you are of legal age of majority in your region. If you make a purchase from us or use the Website, you represent and warrant that you are of legal age of majority, of sound mind, are providing accurate and current information about yourself to Converge, and possess the legal authority to enter into these Terms, including instructing us and/or our vendors to collect any payments from a credit or debit card. You may not use our services or the Website for any illegal or unauthorized purpose nor may you violate any laws in your jurisdiction (including but not limited to copyright laws). You must not transmit any worms, viruses, malware, ransomware, or any malicious code of a destructive or damaging nature. A breach or  violation of any of the Terms may result in an immediate termination of all our services to you.

Converge hereby grants you a limited, personal, non-commercial, non-assignable, non-exclusive license to access the Website and the Content (as defined below) for informational purposes only subject to and in accordance with these Terms. No right, title, or interest in or to the Website or any Content is being transferred to you, and all rights not expressly granted are reserved by Converge. You agree that you do not acquire any ownership rights in any Site Content. We do not grant you any licenses, express or implied, to the intellectual property of Converge or our licensors except as expressly authorized by these Terms. Any use of the Website not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws. Any violation of the terms of these Terms is grounds for immediate termination of this limited license and may result in legal action by Converge.

By sending us information or material, you grant Converge an unrestricted, nonexclusive, royalty-free, transferable, sublicenseable, assignable, worldwide, perpetual license to use, reproduce, display, perform, modify, transmit, and distribute this material or information, and you also agree that Converge is free to use any ideas, concepts, know-how, or techniques that you send to us for any purpose. Converge requests that you do not send to us any information that you consider to be confidential or proprietary through the Website or by any other means. You acknowledge that there is a risk that information provided through the Website may be accessed by unauthorized third parties because such information is not encrypted. Please note that if you do send us any such information or material, we will assume it is not confidential.

You agree to comply with all applicable laws, rules and regulations in accessing and/or using the Website. In addition, your use of the Website is conditioned on your compliance with the following rules of conduct. You agree not to use the Website for any unlawful or fraudulent purpose, including impersonating any person or entity, including, but not limited to, any Converge employee, agent, or representative; or expressing or implying that Converge endorses any statement you make.

You also may not modify, adapt, translate, reverse engineer decompile or disassemble any portion of the Website. Further, you may not interfere with or disrupt the operation of the Website, including restricting or inhibiting any other person from using the Website by means of hacking, or defacing any portion of the Website. Further, transmitting or otherwise making available in connection with the Website any virus, worm, Trojan horse, root kit or other harmful code is prohibited.

Moreover, you may not interfere with or violate any other Website visitor’s or user’s right to privacy or other rights, or harvest or collect personally identifiable information about Website visitors or users, or about Converge’s employees and representatives identified on the Website without their express consent. You are also proscribed from selling, reselling, transferring, licensing or exploiting for any commercial purposes any use of or access (including sharing of passwords and login  information) to the Website. Finally, you may not frame, mirror, in-line link to, or make other similar use of, all or any part of the Website or the Website’s content, including Converge’s or any other party’s intellectual property therein, without our prior express written authorization.

Certain portions of our Website may be protected by passwords or require a login. If you have been given a password for access to non-public areas of the Website, you are solely responsible for all activities occurring in connection with or originating from such password. You should take steps to protect the confidentiality of such  password and notify Converge immediately if you become aware of any disclosure, loss, theft or unauthorized use.

All of the content on our Website, including text, software, scripts, code, designs, graphics, photos, sounds, music, videos, applications, interactive features, articles, news stories, sketches, animations, stickers, general artwork and other content (“Content”), is owned by Converge or others we license Content from or fairly use, and is protected by copyright, trademark, patent and other laws. Converge reserves all rights not expressly described in these Terms.

All trademarks, service marks and trade names (e.g., the Converge name, logo and design) are owned, registered and/or licensed by Converge. You do not acquire a license or any ownership rights to any trademarks, service marks, or trade names through your access or use of the Website or Content. You agree not to change or delete any ownership notices from materials downloaded or printed from the Website.

To the extent Converge approves the download or use of Content comprised of copyrights or copyrightable works, Converge grants you a limited, personal, non-transferable, non-sublicensable, and revocable license to access and use such copyrights or copyrightable works solely for their intended purpose and solely for as long as Converge makes such Content generally available to the public. You do not acquire any ownership rights in the Content (including any trademarks or other intellectual property included in the Content), and all such Content is intended for personal, non-commercial use. Converge reserves the right to monitor your use and to alter or revoke this license or your access to the Content at any time and for any reason. Any violation of these Terms shall be deemed a revocation of a license to the Content from its beginning. Converge reserves the right to take down any Content in violation of these terms or Converge’s intellectual property rights. Converge allowing you this limited use does not constitute a waiver of any of Converge’s rights to the Content.

Outside of the specific usage rights granted to you by Converge in connection with the Website, or in connection with any specific use authorized by us in writing, you agree not to use, copy, edit,  translate, display, distribute, download, transmit, sell, create  derivative works of, or in any way exploit any Content without Converge’s prior written consent. Unauthorized use of the Content may constitute a breach of these Terms and a violation of copyright, trademark or other intellectual property laws and may subject you to criminal or civil charges and penalties.

From time to time, Converge may link to or partner with third-party websites, social media platforms, mobile apps, and other products and services (“Third Parties”). You may be able to connect with these Third Parties through the Website, but this does not mean Converge endorses, monitors or has any control over these Third Parties or their content or activities, which are subject to separate terms of use and privacy policies. You should carefully review any Third Party’s sites’, terms of use and privacy policy.

Converge is not responsible for the content, policies, or activities of Third Parties and you interact with Third Parties at your own risk.

By using the Website, you agree to receive certain electronic communications from Converge, subject to applicable law and out Privacy Policy. You agree that any notice, agreement, disclosure or other communication that Converge sends you electronically will satisfy any legal communication requirements, including that such communications be in writing.

Except as expressly stated herein, the Content is not an offer to sell or a solicitation of an offer to buy any security, insurance product, or other product or service by Converge. No security, insurance product or other product or service is offered or will be sold by Converge or, if sold by such entity, will be effective in any jurisdiction in which such offer, solicitation, purchase, or sale would be unlawful under the securities, insurance, or other laws of such jurisdiction. Those who choose to access the Website do so by their own initiative and are responsible for compliance with local laws. Unless otherwise expressly set forth herein, Converge makes no representation that the materials on the Website are appropriate or available for use in any location. Due to various insurance and other regulatory restrictions, certain products and services described on the Website may vary by jurisdiction and may not be available in or suitable for all jurisdictions. Further, we make no representation that materials on the Website are appropriate for use outside the United States, or that access to the Website’s content is legal in all countries and/or territories. You may not use the Website or export its materials in violation of United States export laws and regulations. Please contact a designated representative of Converge or your broker to find out which products and services are available to you in your jurisdiction.

THIS WEBSITE, CONTENT, AND THE MATERIALS AND PRODUCTS MADE AVAILABLE THEREIN ARE PROVIDED “AS IS,” AND ON “AS AVAILABLE” BASIS, WITHOUT  WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, AND WITH ALL FAULTS. ANY THIRD-PARTY WARRANTIES, SERVICES, MAINTENANCE AND  SUPPORT ARE PROVIDED BY THE ORIGINAL MANUFACTURER OR SUPPLIER, NOT BY CONVERGE.

TO THE FULLEST EXTENT PERMITTED BY LAW, CONVERGE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE WEBSITE, CONTENT, AND ANY  PRODUCTS OR SERVICES YOU MAY OBTAIN OR ACCESS THROUGH THE WEBSITE, INCLUDING, BUT NOT LIMITED TO: (A) ANY IMPLIED WARRANTY OF  MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT, AND (B) ANY WARRANTY ARISING OUT OF  COURSE OF DEALING, USAGE, OR TRADE.

CONVERGE PERIODICALLY ADDS, CHANGES, IMPROVES, OR UPDATES THE  INFORMATION ON THIS WEBSITE WITHOUT NOTICE. CONVERGE DOES NOT GUARANTEE THAT WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ANY DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE IS FREE OF VIRUSES OR ANYTHING ELSE HARMFUL. CONVERGE ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THIS WEBSITE, INCLUDING BUT NOT LIMITED TO, TYPOGRAPHICAL ERRORS. ALSO, NOTHING CONTAINED ON THIS WEBSITE SHALL BE INTERPRETED AS ADVISING YOU.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE WEBSITE OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE WEBSITE WILL CREATE ANY WARRANTY REGARDING CONVERGE, THE CONVERGE PRODUCTS, ANY OTHER CONVERGE PROPERTY, OR THE WEBSITE, THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU ASSUME ALL RISK FOR ANY DAMAGE THAT MAY RESULT FROM  YOUR USE OF OR ACCESS TO THE WEBSITE, YOUR DEALING WITH ANY OTHER WEBSITE USER, AND ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE WEBSITE. YOU UNDERSTAND AND AGREE THAT YOU USE THE WEBSITE, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAINING MATERIALS OR USER CONTENT THROUGH THE WEBSITE, IS AT YOUR OWN DISCRETION AND RISK, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING TO YOUR DEVICE, OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE WEBSITE OR THE DOWNLOAD OR USE OF ANY CONTENT.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH CASE, THE EXCLUSIONS AND LIMITATIONS WILL APPLY TO THE MAXIMUM IT CAN UNDER THE LAW.

Converge may terminate or modify the Website, product or service at any time without notice. Converge may restrict your use of all or any part of our Website at any time and for any reason, without any liability to Converge, subject to applicable law. These Terms remain in effect even after your account is terminated.

Some jurisdictions do not permit certain limitations or  exclusions on liabilities, legal warranties and remedies, so these exclusions or limitations may not apply to you. You agree to indemnify, defend, and hold harmless Converge, its affiliates, officers, directors, employees, agents, licensors and suppliers (the “Converge  Parties”) from and against all claims, losses, liabilities, expenses,  damages and costs, including, without limitation, attorneys’ fees, arising from or relating in any way to your use of Content, your use of the Website, your conduct in connection with the Website or with other users, or any violation of these Terms of Use, any law or the rights of  any third party. You, for yourself and on behalf of your heirs, estate, insurers, successors and assigns, hereby fully and forever release and discharge the Converge Parties from any and all claims or causes of action you may have for damages relating in any way to your use of the  Website, and covenant not to sue the Converge Parties.

Some jurisdictions do not permit certain limitations or  exclusions on liabilities, legal warranties and remedies, so these exclusions/limitations may not apply to you.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, YOU UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE,  SHALL ANY OF THE CONVERGE PARTIES BE LIABLE TO YOU FOR ANY DIRECT,  INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE  DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE  WEBSITE OR THE CONTENT, EVEN IF A CONVERGE PARTY OR AN AUTHORIZED  REPRESENTATIVE OF ANY OF THE CONVERGE PARTIES HAS BEEN ADVISED OF THE  POSSIBILITY OF SUCH DAMAGES. CONVERGE PARTIES ALSO ASSUME NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES  THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY AS A RESULT OF YOUR ACCESS TO, USE OF, OR BROWSING OF THIS WEBSITE OR YOUR  DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, OR AUDIO FROM  THIS WEBSITE. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE  WEBSITE AND CONTENT. YOUR ONLY REMEDY AGAINST ANY OF THE CONVERGE  PARTIES IN CONNECTION WITH ANY DAMAGES ARISING FROM YOUR USE OF THE  WEBSITE OR ANY CONTENT IS TO STOP USING THE WEBSITE. IF ANY CONVERGE  PARTY IS FOUND TO BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS WHICH IS IN  ANY WAY CONNECTED WITH YOUR USE OF THE WEBSITE, OR ANY CONTENT, SUCH CONVERGE PARTY’S LIABILITY SHALL NOT EXCEED US$100.00. ANY CLAIMS MADE AGAINST ANY OF THE CONVERGE PARTIES MUST BE BROUGHT WITHIN ONE (1) YEAR  OF THE DATE OF ACCRUAL.

YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD  HARMLESS CONVERGE PARTIES FROM AND AGAINST ANY AND ALL LOSSES, LIABILITIES, EXPENSES, DAMAGES, AND COSTS, INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT COSTS, ARISING OR RESULTING FROM YOUR USE OF THIS WEBSITE OR ANY CONTENT, OR ANY VIOLATION OF THESE TERMS. IF YOU CAUSE A TECHNICAL DISRUPTION TO THE WEBSITE OR THE SYSTEMS TRANSMITTING THE WEBSITE TO YOU OR OTHERS, YOU AGREE TO BE RESPONSIBLE FOR ANY AND ALL LOSSES, LIABILITIES, EXPENSES, DAMAGES, AND COSTS, INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT COSTS, ARISING OR RESULTING FROM THAT DISRUPTION. CONVERGE PARTIES RESERVE THE RIGHT, AT THEIR OWN EXPENSE, TO ASSUME EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU AND, IN SUCH CASE, YOU AGREE TO  COOPERATE WITH CONVERGE PARTIES IN THE DEFENSE OF SUCH MATTER.

Converge may investigate any reported, alleged or suspected violation of these Terms, and take any action that Converge, in its sole discretion, deems appropriate. Such action may include issuing warnings, suspension of a user’s access to the Website or complete termination of such access, at any time. Additionally, Converge reserves the right to bring suit for any violation of this Agreement.

You agree that the Website, Terms, Privacy Policy and any dispute between you and Converge shall be governed in all respects by New York law and controlling United States federal law, without regard to any conflicts of law provisions, unless such law cannot be applied in a particular jurisdiction under prevailing applicable law. Unless a dispute would be governed by the arbitration clause below, you agree to submit to the personal and exclusive jurisdiction of the state or federal courts located within the County of New York, New York, and you consent to waive all defenses of “lack of personal jurisdiction” and “inconvenient forum” with respect to venue and jurisdiction in the state and federal courts of County of New York, New York. Except where prohibited by applicable law, and without limitation to any statutory rights for consumers, you agree that all disputes, claims and legal proceedings directly or indirectly arising out of or relating to the  Website (including but not limited to the purchase of Converge’s products and services) shall be resolved individually, without resort to  any form of class action. All claims shall be brought within one (1) year after the claim arises, except to the extent a longer period is  required by applicable law.

Any controversy or claim arising out of or relating to these Terms or use of the Website shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association, except that, to the extent you have in any manner violated or threatened to violate Converge’s intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court in New York, and you consent to exclusive jurisdiction and venue in such courts. Any such controversy or claim shall be arbitrated on an  individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. You agree that the  arbitration shall be conducted in New York and that any action to enforce this arbitration provision will be brought in the federal or  state courts located in New York. Either you or Converge may seek any interim or preliminary relief from a state or federal court of competent jurisdiction in New York, as may be necessary to protect the rights or property of you or Converge pending the completion of arbitration. You agree that, if you are not the prevailing party in such arbitration, you will bear all of the costs of such arbitration, including the costs of the prevailing party.

Converge may assign its rights and duties under these Terms to any party  at any time without notice to you, unless notice to you is required by applicable law, but this will not affect your rights or our obligations under these Terms. Converge’s failure to insist upon or enforce strict performance of these Terms is not a waiver of any of these Terms or Converge’s rights. Users should always assume these Terms apply. If any provision in these Terms is held invalid or unenforceable, the remainder of these Terms shall continue to be enforceable. These Terms (inclusive of the hyperlinked documents which are incorporated herein) constitute  the entire agreement between Converge and you in relation to your use of the Website, and supersede all prior agreements and understandings.