Agreement between User and Management One Ltd. related to use of www.retailorbit.com

Welcome, www.retailorbit.com User. The www.retailorbit.com website (the "Site") is comprised of various web pages operated by Management One, LLC. ("M1"). www.retailorbit.com is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein (the "Terms"). Your use of www.retailorbit.com constitutes your agreement to all such Terms. Please read these terms carefully, and keep a copy of them for your reference.

www.retailorbit.com is a Retail data analytics Site.

Retailorbit.com allows retailers and their advisers to see and interact with advanced analytics, graphs and visualizations, sales forecasts, and forward-looking inventory buying plans for their businesses.

Privacy

Your use of www.retailorbit.com is subject to M1's Privacy Policy. Please review our Privacy Policy, which also governs the Site and informs users of our data collection practices.

Electronic Communications

Visiting www.retailorbit.com or sending emails to M1 constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communications be in writing.

Your Account

If you use this site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that M1 is not responsible for third party access to your account that results from theft or misappropriation of your account. M1 and its associates reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion.

Cancellation/Refund Policy

Cancellation of your account with retailorbit.com is handled through termination of your service and consulting agreement with Management One or with the retail adviser with whom you contract for merchandise planning services. Your access to retailorbit.com will be revoked upon termination of your service agreement with Management One Ltd or with the retail adviser through whom you contracted to obtain access to retailorbit.com.

Links to Third Party Sites/Third Party Services

www.retailorbit.com may contain links to other websites ("Linked Sites"). The Linked Sites are not under the control of M1 and M1 is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. M1 is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by M1 of the site or any association with its operators.

Certain services made available via www.retailorbit.com are delivered by third party sites and organizations. By using any product, service or functionality originating from the www.retailorbit.com domain, you hereby acknowledge and consent that M1 may share such information and data with any third party with whom M1 has a contractual relationship to provide the requested product, service or functionality on behalf of www.retailorbit.com users and customers.

You are granted a non-exclusive, non-transferable, revocable license to access and use www.retailorbit.com strictly in accordance with these terms of use. As a condition of your use of the Site, you warrant to M1 that you will not use the Site for any purpose that is unlawful or prohibited by these Terms. You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party's use and enjoyment of the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.  You are authorized to view and use the retail analytics data, reports, charts, and visualizations found on the Site only for those retail businesses for which you are the owner or for which you have received explicit authorization by a competent representative.

All content included as part of the Service, such as text, graphics, logos, images, as well as the compilation thereof (except any retail data pertaining to your business and provided by you to the Site, which remains your property), and any software used on the Site, is the property of M1 or its suppliers and protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.

You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content or functionality, in whole or in part, found on the Site.  Notwithstanding the foregoing you may disseminate reports that are generated by the Site and authorized for viewing by you to your advisers and other business associates who have a need to see such reports.  You may modify any of the reports that you are authorized to view and download in Excel or CSV or similar format for use in your own business.  M1 content is not for resale. Your use of the Site does not entitle you to make any unauthorized use of any protected content, and in particular, you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use, and will make no other use of the content without the express written permission of M1 and the copyright owner. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of M1 or our licensors except as expressly authorized by these Terms.

All content of the Site is © 2023 MANAGEMENT ONE, LLC.  All rights reserved.

Prohibitions

You must not use the Site to: (i) transmit, store, embed or otherwise make available any information or material that infringes any rights of us or any third party, however denominated, including, without limitation, copyright, trademark, patent, rights of privacy or publicity or any other proprietary right; (ii) transmit, store or otherwise make available material which disrupts any of the Sites, imposes an unreasonable or disproportionately large load on the Site infrastructure or otherwise adversely affects, restricts or inhibits any other user from using any part of the Service; (iii) transmit, store or otherwise make available material which is false, threatening, abusive, libelous, defamatory, pornographic, which constitutes hate speech or which adversely affects our business, or is otherwise objectionable to us in our sole determination; (iv) transmit, store or otherwise make available material which constitutes or encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law; (v) transmit, store or otherwise make available a virus, trojan horse, worm, time bomb, spyware, bot or other harmful or deleterious programming routine; (vi) transmit, store or otherwise make available material which contains any material of a commercial nature, including but not limited to advertising, promotions, “junk mail,” “spam,” “pyramid schemes,” “chain letters” or solicitation of any kind; (vii) transmit, store or otherwise make available material which constitutes or contains false or misleading indications of origin or statements of fact; (viii) exploit, harm, personally attack or impersonate any management, employees of us or any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; (ix) use or attempt to use another’s information, account, password, service or system except as expressly permitted; (x) solicit, collect, transmit, store or otherwise make available private information of any third party including, without limitation, telephone numbers, addresses, last names, email addresses, Social Security numbers or credit or debit card numbers; (xi) use automated scripts to collect information from or otherwise interact with the Site; and (xii) transmit, store or otherwise make available material which is irrelevant to the subject matter of the Site.

International Users

The Service is controlled, operated and administered by M1 from our offices within the USA. If you access the Service from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use the M1 Content accessed through www.retailorbit.com in any country or in any manner prohibited by any applicable laws, restrictions, or regulations.

Indemnification

You agree to indemnify, defend and hold harmless M1, its officers, directors, employees, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorney's fees) relating to or arising out of your use of or inability to use the Site or services, any user postings made by you, your violation of any terms of this Agreement or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. M1 reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with M1 in asserting any available defenses.

Liability Disclaimer

THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. MANAGEMENT ONE LTD. AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE SITE AT ANY TIME.

MANAGEMENT ONE LTD. AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. MANAGEMENT ONE LTD. AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MANAGEMENT ONE LTD. AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF MANAGEMENT ONE LTD. OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

Termination/Access Restriction 

M1 reserves the right, in its sole discretion, to terminate your access to the Site and the related services or any portion thereof at any time, without notice. To the maximum extent permitted by law, this agreement is governed by the laws of the State of Arizona and you hereby consent to the exclusive jurisdiction and venue of courts in Arizona in all disputes arising out of or relating to the use of the Site. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and M1 as a result of this agreement or use of the Site. M1's performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of M1's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by M1 with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

Except for any related consulting and service agreement you may have with M1, this agreement constitutes the entire agreement between the user and M1 with respect to the Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and M1 with respect to the Site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be written in English. 

Changes to Terms

M1 reserves the right, in its sole discretion, to change the Terms under which www.retailorbit.com is offered. The most current version of the Terms will supersede all previous versions. M1 encourages you to periodically review the Terms to stay informed of our updates.

Contact Us

M1 welcomes your questions or comments regarding the Terms:

Management One, LLC.

2100 E. Speedway Blvd., Unit 41565

Tucson, Arizona 85717

Email Address:

info@management-one.com

Telephone number:

(520) 878-0300

Effective as of September 11, 2023