Last Updated and Effective Date: Jan 12, 2021

Terms of Service

These Terms of Service ("Agreement") are made between Ronan Solutions, L.L.C., an Arizona Limited Liability Company ("Ronan,” “us,” “our” ) and you, or, if you represent an entity or other organization, the entity or organization that you represent (in either case, “you” or “your”) and provides the terms and conditions under which you may access and use the website located at www.ronansolutions.com and other online products and services provided through the website (collectively, the “Services”). We supply different terms for the other services provided by Ronan (e.g., custom analysis services), and those different or additional terms will govern those other services.

Please carefully read this Agreement. By accessing or using the Services, you acknowledge that you have read, understand, and agree to be bound by this Agreement.

If you do not agree to this Agreement, do NOT access or use the Services.

THIS AGREEMENT CONTAINS A DISPUTE RESOLUTION AND ARBITRATION PROVISION IN SECTION 15, INCLUDING CLASS ACTION WAIVER THAT AFFECTS YOUR RIGHTS UNDER THIS AGREEMENT AND APPLIES WITH RESPECT TO DISPUTES YOU MAY HAVE WITH RONAN.

  1. Privacy. For information about how we collect, use, share and otherwise process information about you, please see our Privacy Policy.
  2. Eligibility. You must be at least 18 years old and at least the age of legal majority where you live to access or use the Services. You may only access and use the Services as permitted in this Agreement.
  3. Changes. RONAN reserves the right, at any time, to modify the Services. In addition, RONAN may make changes to this Agreement from time to time. If we make changes, we will provide you with notice of such changes, such as by sending an email, providing a notice through the Services or updating the date at the top of this Agreement. Unless we say otherwise in our notice, the amended Agreement will be effective immediately, and your continued use of the Services after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Agreement, you must stop using the Services.
  4. User Accounts and Account Security. You may need to register for an account to access some of our Services. If you register for an account, you must provide accurate account information and promptly update this information if it changes. You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. If you permit others to use your account credentials, you are responsible for the activities of such users that occur in connection with your account.
  5. Right to Use Ronan Data. Ronan may choose to provide you with access to certain data through the Services for a fee (collectively, the “Ronan Data”). As between you and Ronan, Ronan owns all right, title and interest in the Ronan Data. Subject to the terms and conditions of this Agreement, the payment of all fees for the Ronan Data, and your compliance with this Agreement, Ronan grants to you a non-exclusive, personal, non-transferable, non-sublicensable, limited license solely to view the Ronan Data and use the Ronan Data without modification, for your own internal business purposes. You may allow staff members or your personnel to access the Ronan Data as long as such access is for your own internal business purposes. You may not allow third parties to access the Ronan Data. You may not print or copy any of the Ronan Data. In the event your relationship with Ronan is terminated or you breach any terms of this Agreement, the above license will terminate automatically. Except as expressly set forth above, you are granted no licenses or rights in or to the Ronan Data and you may not use, modify, reproduce, perform, display, create derivative works from, republish, post, transmit, participate in the transfer or sale of, distribute, reverse engineer, alter, enhance, or in any way exploit or utilize any portion of the Ronan Data.
  6. Payment. Ronan may offer products and services for purchase through the Service (e.g., Ronan Data). If you choose to make a purchase through the Service, you will be prompted to confirm your method of payment (your “Payment Method”). You will be charged for the amounts displayed for the applicable product or service you have selected, and you authorize Ronan’s third-party payment processor to charge you. All prices for products and services are exclusive of any taxes.
  7. Prohibited Conduct. You acknowledge that the Services (including content included in the Services), and the databases, software, hardware and other technology used by or on behalf of Ronan to operate the Services (the “Technology”) and their structure, organization, and underlying data, information and source code constitute valuable trade secrets and intellectual property of Ronan. You will not, and will not permit any third party to: (a) access or use the Services or Ronan Data, in whole or in part, except as expressly provided in this Agreement; (b) use Services in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Services; (c) use automated scripts or bots to use or access the Services or the Ronan Data; (d) alter, modify, reproduce, create derivative works of the Services, Ronan Data, or Technology; (e) distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any of your rights to access or use the Services or Ronan Data or otherwise make the Services or Ronan Data available to any third party; (f) reverse engineer, disassemble, decompile, or otherwise attempt to derive the source code, method of operation of, or any trade secrets embodied in the Services, Ronan Data or the Technology; (g) attempt to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Ronan Data, Services or the Technology; or (h) interfere in any manner with the operation or hosting of the Services, Ronan Data or the Technology, or attempt to gain unauthorized access to the Services, Ronan Data or the Technology.

    Enforcement of this Section 7 is solely at our discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances.

  8. Statistical Data. You acknowledge that Ronan will be gathering, compiling and creating Statistical Data. Provided that Statistical Data does not identify you, Ronan may use such information to the extent and in a manner consistent with applicable law or regulation and for any purpose including, without limitation, for purposes of data gathering, analysis, and service enhancement. “Statistical Data” means any technical, statistical or analytical data gathered or generated in connection with use of the Services and does not include data that would identify you. For clarity, all Statistical Data is deemed to be owned by Ronan.
  9. Trademarks. Ronan and our logos, our product or service names, our slogans and the look and feel of the Services are trademarks of Ronan and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Services are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.
  10. Third-Party Content and Sites. The Services may contain content provided by third-parties or be integrated with third-party sites and services that are not under the control of Ronan, and Ronan is not responsible for any such content or services. If you access a third-party services or use third-party content, you do so at your own risk. Ronan does not endorse or accept any responsibility for third-party services, third-party content or third-party providers.
  11. Suspension. Ronan reserves the right to terminate your access to the Services, with or without cause and with or without notice, for any reason or no reason. Upon such termination, Ronan shall cease to collect the Statistical Data.
  12. Disclaimer. RONAN, FOR ITSELF AND ITS LICENSORS, MAKES NO EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES, OR GUARANTEES IN CONNECTION WITH THE SERVICES, OR RELATING TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THE SERVICES, INCLUDING WITHOUT LIMITATION THE RONAN DATA.

    TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED THROUGH THE SERVICES (INCLUDING THE RONAN DATA) IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE” AND “WHERE-IS” BASIS WITH NO IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. WE DO NOT REPRESENT OR WARRANT THAT THE RONAN DATA AND SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR FREE.

  13. Limitation on Liability. YOUR USE OF THE SERVICES (INCLUDING RONAN DATA) IS AT YOUR OWN RISK. RONAN SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES ARISING OR RESULTING FROM (A)YOUR USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION YOUR DISPLAYING RONAN DATA FROM THE SERVICES; OR (B) RONAN’S USE OF THE STATISTICAL DATA. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL RONAN BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) HOWEVER ARISING, EVEN IF RONAN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

    IN NO EVENT WILL THE CUMULATIVE, AGGREGATE LIABILITY OF RONAN IN CONNECTION WITH THE SERVICES EXCEED FIVE HUNDRED DOLLARS ($500).

    THE LIMITATIONS SET FORTH IN THIS SECTION WILL NOT LIMIT OR EXCLUDE LIABILITY FOR THE GROSS NEGLIGENCE, FRAUD, WILLFUL MISCONDUCT OF RONAN. IN ADDITION, YOU MAY HAVE OTHER RIGHTS WHICH MAY VARY FROM STATE TO STATE OR IN OTHER JURISDICTIONS OR COUNTRIES. THE FOREGOING LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE

  14. Indemnity. You agree to indemnify and hold Ronan, its affiliates, and their respective officers, directors, employees, agents, licensors, and business partners harmless for, from and against any and all costs, damages, liabilities, and expenses (including attorneys’ fees and costs of defense) arising from or related to any claim or demand from a third-party that your use of the Services or the use of the Services by any person using your access credentials breaches this Agreement or violates any applicable law or regulation, or the copyrights, trademark rights or other rights of any third-party. The indemnified parties will have the right to participate in the defense of any such claim at its expense. In the event that you receive notice of any third party claim that the Services or your use of the Services infringes or misappropriates any third-party intellectual property rights, you must notify Ronan promptly.
  15. Disputes. Please read the following section carefully because it requires you to arbitrate certain disputes and claims with Ronan and limits the manner in which you can seek relief from us, unless you opt out of arbitration by following the instructions set forth below. No class or representative actions or arbitrations are allowed under this Agreement. In addition, arbitration precludes you from suing in court or having a jury trial.

    No Representative Actions. You and Ronan agree that any dispute arising out of or related to this Agreement or the Services is personal to you and Ronan and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.

    Arbitration of Disputes. Except for small claims disputes in which you or Ronan seeks to bring an individual action in small claims court located in the county of your billing address or disputes in which you or Ronan seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and Ronan waive your rights to a jury trial and to have any dispute arising out of or related to this Agreement or the Services resolved in court. Instead, for any dispute or claim that you have against Ronan or relating in any way to the Services (including the data collected through the Services), you agree to first contact Ronan and attempt to resolve the claim informally by sending a written notice of your claim ("Notice") to Ronan by email at support@ronansolutions.com or by certified mail addressed to Ronan Solutions, L.L.C., Attn: Legal Department, 3104 E. Camelback Rd, #562, Phoenix, AZ 85016. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the claim; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and Ronan cannot reach an agreement to resolve the claim within thirty (30) days after such Notice is received, then either party may submit the dispute to binding arbitration administered by JAMS or, under the limited circumstances set forth above, in court. All disputes submitted to JAMS will be resolved through confidential, binding arbitration before one arbitrator. Arbitration proceedings will be held in Maricopa County, Arizona or may be conducted telephonically or via video conference for disputes alleging damages less than $1,000, in accordance with the JAMS Streamlined Arbitration Rules and Procedures ("JAMS Rules"). The most recent version of the JAMS Rules are available on the JAMS website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the JAMS Rules or waive your opportunity to read the JAMS Rules and waive any claim that the JAMS Rules are unfair or should not apply for any reason.

    You and Ronan agree that this Agreement affects interstate commerce and that the enforceability of this Section 15 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the "FAA"), to the maximum extent permitted by applicable law. As limited by the FAA, this Agreement and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.

    The arbitrator, Ronan, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including, but not limited to, all information gathered, prepared and presented for purposes of the arbitration or related to the dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.

    You and Ronan agree that for any arbitration you initiate, you will pay the filing fee and Ronan will pay the remaining JAMS fees and costs. For any arbitration initiated by Ronan, Ronan will pay all JAMS fees and costs. You and Ronan agree that the state or federal courts of the State of Arizona and the United States sitting in Maricopa County, Arizona have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.

    Any claim arising out of or related to this Agreement or the Services must be filed within one year after such claim arose; otherwise, the claim is permanently barred, which means that you and Ronanwill not have the right to assert the claim.

    You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section 15 by emailing the opt-out notice to support@ronansolutions.com or mailing an opt-out notice to Ronan Solutions, L.L.C., 3104 E. Camelback Rd, #562, Phoenix, AZ 85016. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 15.

    If any portion of this Section 15 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from this Agreement; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section 15 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 15; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 15 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 15 will be enforceable

  16. Governing Law. This Agreement is governed in all respects by the laws of the State of Arizona, U.S.A. without regard to its conflicts of law provisions. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of Arizona and the United States, respectively, sitting in Maricopa County, Arizona.
  17. California Consumer Notice. Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: the Services are provided by Ronan, Ronan Solutions, L.L.C., 3104 E. Camelback Rd, #562, Phoenix, AZ 85016. If you have a question or complaint regarding the Services, please contact Customer Service at support@ronansolutions.com or call phone number 602-884-8330. You may also contact us by writing Ronan, Ronan Solutions, L.L.C., 3104 E. Camelback Rd, #562, Phoenix, AZ 85016. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by post at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800) 326-2297 or TDD (916) 322-1700.
  18. General. All waivers under this Agreement must be in writing. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. If any provision of this Agreement is held to be unenforceable, that provision will be removed to the extent necessary to comply with the law, replaced by a provision that most closely approximates the original intent and economic effect of the original to the extent consistent with the law, and the remaining provisions will remain in full force. The prevailing party in any lawsuit, arbitration or proceeding arising from or related to this Agreement will be entitled to receive its costs, expert witness fees and reasonable attorneys’ fees, including costs and fees on appeal. Neither this Agreement nor any rights or obligations of you hereunder may be assigned or transferred by you (in whole or in part and including by sale, merger or operation of law) without the prior written approval of Ronan. This Agreement is the complete and exclusive statement of the agreement between the parties with respect to the subject matter of this Agreement, and this Agreement supersedes any prior or contemporaneous agreement, oral or written, and any other communications between the parties in relation to the subject matter of this Agreement.