Terms of Service

Terms of Use

This document is an agreement between you and Virtual Technologies Group, LLC (“VTG”, “we” or “us”) that describes the terms of use subject to which you may access and use https://vtgus.com/ (the “Site”). BY ACCESSING OR USING THE SITE, YOU AGREE TO BE BOUND BY THESE TERMS OF USE. If you do not accept these terms, do not use the Site.

We reserve the right to modify these Terms of Use at any time by posting an update to the Site. Your use of the Site following such update constitutes your agreement to be bound by these Terms of Use as modified.

NOTWITHSTANDING THE FOREGOING, THIS RIGHT TO MODIFY SHALL NOT INCLUDE THE AGREEMENT TO ARBITRATE SET FORTH BELOW.  NO PART OF THE AGREEMENT TO ARBITRATE MAY BE AMENDED, DISCHARGED, MODIFIED, OR WAIVED EXCEPT IN A WRITING SIGNED BY BOTH PARTIES.

VTG takes the privacy of its customers and Site Users very seriously. When you use the Site or contact us, we may collect certain data and information from you. For details on how we collect and use your information, please visit the VTG Privacy Policy.

Definitions:

“Site Form” means a form available on the Site that can be used to submit information to VTG for any purpose.

“Form Tools” means the third-party products and services that VTG uses to enable Site Forms on the Site and process the information submitted through Site Forms.

“Services” refers to the services and products offered by VTG to Customers pursuant to a separate written agreement.

“Site Materials” collectively refers to Site Forms, Third Party Content, and VTG Content.

“Site User” means any person who uses the Site, which includes browsing the Site or submitting a Site Form.

“Customer” means any entity receiving Services from VTG.

“Third Party Content” means content or tools provided by third parties that are available on the Site, such as links to third-party web pages and advertisements for the products or services of third parties.

“VTG Content” means the text, graphics, sounds, images, information, and software that you see, hear, or otherwise experience on the Site, except for Third Party Content.

“TOU” means these Terms of Use.

Purpose of the Site:

The Site is intended to provide information about the Services. The Site provides functionality for Site Users to request further information about the Services and to contact VTG through Site Forms. By browsing the Site Materials or submitting a Site Form, you are a Site User for purposes of these TOU.

Services Subject to Other Terms:

These TOU do not govern the purchase or use of Services by Customers. If you elect to evaluate or purchase Services, your purchase and use of the Services will be subject to a separate agreement between you and VTG.

Use of the Site:  

You may use the Site and Site Materials to learn about VTG and the Services, and/or contact VTG, provided that you comply and remain in compliance with these TOU. You are responsible for obtaining access to the Site and for any third-party fees incurred as a result (such as internet service provider or airtime charges). You may not:

• modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any Site Materials or other information, tools, products, or services obtained from the Site;

• offer Site Materials or functionality for timesharing or service bureau purposes or otherwise for the benefit of a third party;

• use the Site to upload or distribute any type of malware;

• use the Site in any manner that damages, disables, overburdens, or impairs the Site or interferes with any other party’s use and enjoyment of the Site;

• access the Site by any means other than through the interface that is provided by VTG for use in accessing the Site;

• use, or attempt to use, the Site to convey any information that may be considered unlawful, harassing, libelous, abusive, threatening, obscene, hateful, offensive, harmful, vulgar, distasteful, defamatory, libelous, or invasive of another person’s privacy or proprietary rights;

• impersonate, or attempt to impersonate, any other individual, falsify contact information, misrepresent a relationship with any person or entity, including misrepresenting a relationship with VTG, or otherwise attempt to mislead with respect to your identity; or

• use the Site for any purpose or in any manner that is unlawful or prohibited by these TOU.

Reservation of Rights:

VTG reserves the right, in its sole discretion, to: (i) make changes to these TOU; (ii) make changes to Site Materials; (iii) determine if you have violated these TOU; and (iv) take any action we deem appropriate if we determine you have violated these TOU.

Site Forms:

The Site provides Site Forms for Site Users to submit information to VTG for purposes such as, but not limited to, requesting information about the Services, requesting to purchase Services, and contacting VTG for general inquiries. In connection with enabling and processing Site Forms, VTG may utilize Form Tools provided by third parties. By submitting any Site Form available on the Site, you expressly consent to VTG sharing your personal information with the third parties that provide Form Tools. For more information on how your personal information is handled by us, please visit the VTG Privacy Policy.

Third-Party Content:  

The Site may display Third Party Content. In consideration for the convenience of VTG making Third Party Content available or accessible to you, you acknowledge that VTG is not responsible for any such Third Party Content and VTG makes no representations as to the completeness or accuracy of such Third Party Content. You also agree that VTG is not responsible or liable for any losses or damages you experience with any Third Party Content you choose to rely upon or advertisements you respond to, and that you must contact the third party directly for any remedies that may be available to you.

Intellectual Property Rights:  

In General:

The Site and all Site Materials are protected by United States and foreign intellectual property laws. The VTG Content is the valuable intellectual property of VTG or its licensors.  VTG owns and retains all copyrights in VTG Content. Third Party Content may be subject to the intellectual property rights of third parties. Except as stated herein, none of the Site Materials may be copied, reproduced, or distributed in any form without the prior written permission of VTG.  

Trademarks:

The trademarks and service marks of VTG are protected by United States and foreign intellectual property laws and are the valuable intellectual property of VTG or its licensors. Other company, product, or service names may be trademarks or service marks of others.  The appearance, layout, color scheme, and design of the Site are protected trade dress. Site Users do not receive any right or license to use any of the foregoing.

Feedback:

VTG may use for any lawful purpose, including to improve the Site, Services, or other products and services, any suggestions or other feedback you provide, without payment or condition.

Copyright Infringement and Copyright Agent:  

If you believe that your work has been used or copied in a way that constitutes copyright infringement and such infringement is occurring on any Site, please provide notice to the VTG Copyright Agent and include the following information (“Notice”):

• A physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest that is alleged to have been infringed.

• A description of the copyrighted work or works that you claim have been infringed and identification of what material in such work(s) is claimed to be infringing and which you request to be removed or access to which is to be disabled.

• A description of where the material that you claim is infringing is located on a Site.

• Information sufficient to permit VTG to contact you, such as your physical address, telephone number, and email address.

• A statement by you that you have a good faith belief that the use of the material identified in your Notice in the manner complained of is not authorized by the copyright owner, its agent, or the law.

• A statement by you that the information in your Notice is accurate and, under penalty of perjury that you are the copyright owner or authorized to act on the copyright owner’s behalf.

The VTG Copyright Agent for Notice of claims of copyright infringement can be reached as follows:

By mail:

Virtual Technologies Group, LLC, 1605 Indian Wood Circle, Maumee, OH 43537

By email:

‍jholoquist@westhill.law

YOU SHOULD CONTACT THE COPYRIGHT AGENT ONLY IF YOU BELIEVE THAT YOUR WORK HAS BEEN USED OR COPIED IN A WAY THAT CONSTITUTES COPYRIGHT INFRINGEMENT AND THAT SUCH INFRINGEMENT IS OCCURRING ON THE SITE. THE COPYRIGHT AGENT WILL NOT RESPOND TO ANY OTHER INQUIRIES.

Compliance with Laws:  

By accessing or using the Site, you agree to comply with all laws, rules and regulations implemented by any government authority or agency which govern or apply to the use of the Site. Without limiting the generality of the foregoing, you expressly agree not to export or re-export any Site Materials to countries or persons prohibited under the export control laws of the United States. VTG makes no representation that the Site Materials are appropriate or available for use outside the United States. If you have chosen to access the Site from outside the United States, you do so at your own initiative and risk, and you are solely responsible for compliance with your local laws, if and to the extent, local laws are applicable.

Legal Disclaimers:  

The Site and all Site Materials are provided for the convenience of Site Users, including representatives of prospective Customers of VTG.

TO THE FULLEST EXTENT PERMITTED BY LAW, VTG AND ITS AFFILIATES, AND LICENSORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SITE AND SITE MATERIALS. THE SITE AND SITE MATERIALS ARE PROVIDED “AS IS,” WITH NO WARRANTY, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. VTG DISCLAIMS ANY IMPLIED, EXPRESS, OR STATUTORY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE SITE. VTG DOES NOT WARRANT THAT THE SITE WILL OPERATE ERROR-FREE OR THAT THE SITE IS FREE OF COMPUTER VIRUSES OR OTHER HARMFUL MECHANISMS. YOU UNDERSTAND AND AGREE THAT IF YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE USE OF THE SITE, YOU DO SO AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL OR DATA. IF YOUR USE OF THE SITE OR DOWNLOADED MATERIAL OR DATA RESULTS IN THE NEED FOR SERVICING OR REPLACEMENT OF EQUIPMENT OR DATA, VTG IS NOT RESPONSIBLE FOR THOSE COSTS.

Some states or other jurisdictions do not allow the exclusion of implied warranties, so the above exclusions may not apply to you. You may also have other rights that vary from state to state and from jurisdiction to jurisdiction.  

Limitation of Liability:  

UNDER NO CIRCUMSTANCES WILL VTG OR ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, OR LICENSORS BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL, RELIANCE, CONSEQUENTIAL OR SPECIAL DAMAGES, WHETHER OR NOT FORESEEN, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) ON ACCOUNT OF YOUR USE, MISUSE, OR RELIANCE ON THE SITE OR SITE MATERIALS. THIS LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM ANY CLAIM RELATING TO THESE TOU, THE AGREEMENTS OR POLICIES REFERENCED HEREIN, OR THE SUBJECT MATTER HEREOF, WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY EVEN IF VTG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  

The above limitation applies to your use, misuse, or reliance upon the Site, including, without limitation, damages you may incur because of third-party services or other services or products received, such as third-party services or products received by, advertised on, or linked to the Site.

Some states or other jurisdictions do not allow the exclusion or limitation of liability for incidental or consequential damages, so the above limitations and exclusions may not apply to you.

Indemnity:  

You agree to defend, indemnify, and hold harmless VTG and its officers, directors, employees, consultants, agents, and licensors from and against any and all claims, liabilities, damages, and/or costs (including, but not limited to, fees, costs and other expenses of attorneys and expert witnesses) arising out of or related to: (i) your violation of any provision of these TOU, (ii) your violation of applicable law in connection with your use of the Site, or (iii) any actual or alleged infringement by you of any intellectual property or privacy or other right of any third party in connection with your use of the Site.  

Agreement to Arbitrate:  

YOU AND VTG AGREE TO RESOLVE ANY DISPUTES ARISING UNDER THESE TERMS OF USE THROUGH FINAL AND BINDING ARBITRATION.

Any controversy or claim arising out of or relating to these TOU and the agreements and policies referenced herein, or the breach thereof, shall be governed by and construed in accordance with the laws of the State of Ohio, without giving effect to its conflict of laws provisions, and shall be adjudicated by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules. The judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.  The arbitrator(s) shall be experienced in and knowledgeable about legal issues related to ecommerce and software as a service. The place of arbitration shall be Toledo, Ohio. Each party shall bear its own costs and expenses and an equal share of the arbitrators’ and administrative fees of arbitration. The award of the arbitrator(s) shall be accompanied by a reasoned opinion. Except as may be required by law, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties.

Waiver and Severability:

Any failure by VTG to enforce a provision of these TOU is not a waiver of its right to do so later. If for any reason, any provision or portion of the TOU is found to be unenforceable, the remainder of the TOU will continue in full force and effect.

Entire Agreement:

These TOU constitute the entire agreement between you and VTG with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter.