Terms of Use

Grindstone Advisory

Terms of Use

Last Updated: February 2024

This website (the “Site”) and all of its content is owned and operated by Grindstone Advisory, LLC (“Grindstone”).  By accessing or using the Site, you are agreeing to be bound by these terms of use (the “Terms”).  

1. Acceptance of Terms; Amendments.  These Terms constitute a valid and binding contract between you and Grindstone (also referred to herein as “we” or “us”).  These Terms incorporate, and are in addition to, any additional terms or conditions appearing on the Site or otherwise delivered by Grindstone to you.  Grindstone may, at any time, amend these Terms upon notice to you, which notice may be accomplished by publishing a new version of the Terms or an update to the Terms on the Site.

2. Eligibility; Representations.  By utilizing the Site, you represent and warrant to Grindstone the truth of, and that you acknowledge, understand, and agree to, each of the following:

   1. You are of legal age, sound mind, and without disability to voluntarily enter into a contract with Grindstone.

   2. If you are utilizing the Site in connection with performing services for your principal or employer, you are duly authorized to, and do, agree to these Terms both on your own behalf and on behalf of your principal or your employer and its other employees, in which case all use herein of the term “you” and its derivations (e.g., “your”) shall be deemed to refer to and include both you and your principal or employer and its other employees. 

   3. Use of the Site is at your own risk.  Any decision to engage in or not engage in any act in whole or in part as a result of information or recommendations contained on this Site or in any other communication between you and Grindstone is made by you alone.  You hereby agree to indemnify and hold Grindstone harmless from any and all injuries or damages to any person or entity resulting from your utilization of the Site. 

   4. If you share with Grindstone any User Information (as defined in section 7), such User Information shall be true and correct in all material respects, you have full authority and the legal right to possess and share with Grindstone such User Information, and you agree to indemnify and hold Grindstone harmless from any and all claims or actions claiming that Grindstone’s possession or use of such User Information infringes upon or violates the rights of any other person or entity.

3. No Other Relationship.  Unless otherwise specifically agreed in advance as reflected in a separate written document executed by each of you and Grindstone, (a) neither Grindstone nor any of its agents or employees is entering into a partnership, joint venture, or any other kind of relationship with you, other than the relationship as counterparties to the contract embodied by these Terms; and (b) neither these Terms, nor any other prior or future communication between you and Grindstone, shall constitute a basis for claiming or expecting that there is or will be an attorney-client relationship between you and Grindstone or any of Grindstone’s employees or agents.  Any and all engagements by you of Grindstone will be documented in a separate written agreement executed by each of you and Grindstone (each, an “Engagement Letter”).  Any conflict between these Terms and an Engagement Letter shall be resolved in favor of the Engagement Letter.

4. Ownership of Information.  Grindstone is the sole owner of all content existing on the Site (collectively, the “Information”), unless otherwise indicated.  Grindstone is the sole owner of any and all trademarks, service marks, slogans, and logos (collectively, “IP”) displayed on the Site, unless otherwise indicated. 

5. Third-Party Information.  Grindstone may include on its Site content made available by another person or entity (collectively, “Third-Party Information”).  Grindstone does not own or control, and makes no warranty or representation, concerning any Third-Party Information.  Inclusion of Third-Party Information on the Site does not necessarily imply that Grindstone approves of, has verified, or endorses any Third-Party Information. 

6. License.  Subject to your ongoing compliance with these Terms, Grindstone hereby grants you a limited, revocable, non-exclusive license to access the Site and to utilize the Information (including without limitation by downloading or copying content contained on the Site for your own personal use).  You agree not to utilize or disseminate any Information for any purpose that might reasonably be construed as competitive with Grindstone or its business.  Any attempt to transfer or assign the license conveyed by this section without Grindstone’s express prior written consent shall be void ab initio.  You also agree that if you share or disseminate any of the Information or IP with any third party, you will not do so in a way that might reasonably be expected to create uncertainty as to the source or ownership of said Information or Marks.

7. User-Shared Information; Confidentiality.  If, in the course of utilizing the Site, you share with Grindstone any information about you or your employer or agent(s) (collectively, “User Information”), you will be deemed to have conveyed to Grindstone a perpetual, royalty-free, irrevocable, transferable non-exclusive license to possess and utilize the User Information in Grindstone’s sole discretion; provided, however, that Grindstone shall endeavor to take commercially reasonable steps to treat as confidential, and not publish to any third parties, any User Information you convey to us via the Site (including through the “Contact” information for Grindstone contained on the Site) that is known to Grindstone at the time of its submission to be of a proprietary and commercially sensitive nature in a manner that would identify you as the source of the User Information.

8. Communications.  Grindstone will endeavor to promptly respond to all inquiries received via or as a result of use of the Site.  However, Grindstone shall not be obligated to respond to any inquiry received via the Site within any specific time frame, or at all.

9. Rules of Use.  Subject to and without limiting the rights and obligations reflected elsewhere in these Terms, in connection with using the Site, you agree that you will not:

   1. Use the Site for any purpose that is unlawful or violative of the legal rights (whether derived from statute, common-law rule, contract, or elsewhere) of any other person or entity.

   2. Take any action that is designed to interfere with, alter, hack into, usurp, divert, or frustrate the contents of, or operation of, the Site, whether through posting or transmitting any malicious or harmful file, software, or other device. 

   3. Encroach upon or infringe Grindstone’s rights in the Information or the IP.

   4. Frame, mirror, inline, perform data mining of the Site or any part of the Site.

   5. Re-post, or excerpt from, any Information without attribution to Grindstone in each such instance.

10. Disclaimer.  WHILE GRINDSTONE ENDEAVORS TO ENSURE THAT ALL FACTUAL INFORMATION ON ITS SITE IS CURRENT AND ACCURATE, THE SITE IS PROVIDED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS FOR INFORMATIONAL PURPOSES ONLY.  GRINDSTONE IS NOT RESPONSIBLE FOR ANY ERRORS OR MISTAKES IN ANY FACTUAL CONTENT ON THE SITE.  ANY VIEWS OR OPINIONS STATED OR REFLECTED ON THE SITE ARE MERELY THE OPINIONS OF GRINDSTONE OR ITS OWNERS OR EMPLOYEES AND, UNLESS EXPRESSLY STATED OTHERWISE, DO NOT NECESSARILY REPRESENT THE OPINIONS OF ANY THIRD PARTY.  TO THE FULLEST EXTENT LEGALLY PERMITTED, GRINDSTONE DISCLAIMS ALL WARRANTIES, BOTH EXPRESS AND IMPLIED, RELATING TO USE OF THE SITE AND THE INFORMATION.  NOR DOES GRINDSTONE WARRANT THAT THE SITE WILL BE FREE OF VIRUSES OR HARMFUL COMPONENTS.

11. Limitation of Liability.  TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GRINDSTONE IS NOT AND SHALL NOT BE HELD LIABLE FOR ANY DAMAGES OF ANY KIND (WHETHER DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER) UNDER ANY THEORY OF LIABILITY (WHETHER BASED ON CONTRACT, STATUTE, COMMON-LAW, TORT, STRICT LIABILITY, OR OTHER THEORY OF RECOVERY) ARISING FROM YOUR OR ANYONE ELSE’S USE OF THE SITE.  IF YOU EXPERIENCE ANY FRUSTRATION OR DISSATISFACTION RELATING TO YOUR USE OF THE SITE, YOUR SOLE REMEDY IS TO NOT USE OR ACCESS THE SITE.

12. Indemnification.  You hereby agree to indemnify, defend, and hold harmless Grindstone and its present and future owners, affiliates, agents, and employees from and against any and all claims, actions, losses, judgements, costs, suits, and expenses (including attorneys’ fees) arising out of or relating to, in whole or in part, your use of or access to the Site or the Information or your violation of these Terms.

13. Suspension or Termination of Access.  In addition to any of its other rights at law or equity, if Grindstone reasonably believes that you have engaged in or facilitated conduct that violates these Terms, Grindstone may take any and all steps it deems necessary or appropriate to terminate or suspend your right to access or use the Site, with or without notice, whereupon the remainder of these Terms shall continue to be in effect.

14. Governing Law; Dispute Resolution; Jurisdiction.  These Terms are governed by and shall be construed in accordance with the substantive laws of the state of Illinois, regardless of conflicts-of-laws principles.  Any and all disputes arising out of or relating to, in whole or in part, these Terms or your use of the Site shall be resolved exclusively in a federal or state court located in Cook County, Illinois.