TERMS OF USE AGREEMENT

This Terms of Use Agreement (“Agreement”) constitutes a legally binding contract between NV Services LLC, a Texas limited liability company with a mailing address of 14215 Chadbourne Dr , Houston, Texas 77079, conducting business asThird Coast Calcs (“Third Coast Calcs,” “we,” “us,” “our”) and you, as a user, (“you” or “your”) with respect to your use of theThird Coast Calcs website located at www.thirdcoastcalcs.com, Third Coast Calcs applications for web enabled devices, and the Third Coast Calcs products and services (collectively, the “Products and Services”).

It is important that you carefully read and understand the terms and conditions of this Agreement. By accessing and using our Products and Services or downloading the applications, you are providing your consent to abide by this Agreement. If you do not agree to these terms and conditions of the Agreement, you are not authorized to use these Products and Services and we ask that you cease any use of our Products and Services.

Please note that this Agreement contains disclaimers of warranties and limitations on liability that may be applicable to you.

  1. Right to Change Terms. We reserve the right at any time, with or without cause, to (a) change the terms and conditions of this Agreement; (b) change our Products and Services, including eliminating or discontinuing any feature of our Products and Services; or (c) deny or terminate your use of and/or access to our Products and Services. Any changes we make will be effective immediately upon our making such changes to our Products and Services, with or without additional notice to you. You agree that your continued use of our Products and Services after such changes constitutes your acceptance of such changes. You hereby acknowledge that you have carefully read all of the terms and conditions of our Privacy Policy (which can be accessed at www.thirdcoastcalcs.com/privacy and agree to all such terms and conditions. Be sure to return to this page www.thirdcoastcalcs.com/terms periodically to ensure familiarity with the most current version of this Agreement. YOUR CONTINUED USE OF OUR PRODUCTS AND SERVICES AFTER SUCH POSTING MEANS YOU ACCEPT AND AGREE TO BE BOUND BY THE MODIFIED TERMS OF USE.
  2. Intended User. This website contains information about Products and Services for use in the United States and is intended for a United States audience. If you live outside the U.S., you may see information on this website about Products and Services that are not approved or marketed in your country.

    You also acknowledge and understand that our Products and Services may not be used for any mission critical purposes that have uptime requirements. Third Coast Calcs makes no representations whatsoever related to the availability or reliability of the Products and Services. Routine and unscheduled maintenance may limit the availability of the Products and Services and render them unavailable for undefined periods of time.

  3. Permitted Uses.
    1. License. Subject to full compliance with this Agreement, Third Coast Calcs grants you a nonexclusive, nontransferable, non-sublicensable, terminable license to access and use our Products and Services for your personal use or internal business use only.
    2. Private Use. The services made available on, by or through our Products and Services, as well as any information provided on, by or through our Products and Services, including but not limited to data, text, graphics, designs, logos, images, audio/visual materials, links and references (collectively, the “Information”), are provided for use only by you for personal or internal business use only, and not for any resale, except as expressly permitted herein.
    3. Reproduction. Without the express written consent of Third Coast Calcs, no Information or any other Third Coast Calcs materials or property may be copied, reproduced, displayed, republished, downloaded, posted, digitized, translated, modified, transmitted, distributed or commercially exploited in any way, except as expressly permitted in this Agreement or as part of the functionality built in and authorized by our Products and Services.
    4. Unauthorized Use. You understand and agree that you may not authorize any Information to be reproduced, modified, displayed, performed, transferred, distributed or otherwise used by any third party, and you agree that you will take all reasonable steps to prevent any unauthorized reproduction and/or other use of the Information. You agree to advise Third Coast Calcs promptly of any such unauthorized use of which you are aware. Failure to abide by these conditions will immediately terminate permission to use our Products and Services and may result in the infringement of the copyrights and/or trademarks and other proprietary rights of Third Coast Calcs or others.
  4. Registration. Access to certain functionalities of our Products and Services will require you to register with and/or provide certain information to Third Coast Calcs. We reserve the right to decline to provide access to our Products and Services or Information to any person for any or no reason. If and when you register with or provide information to Third Coast Calcs, you agree to (a) provide accurate, current and complete information about yourself and (b) maintain and update your information (including your email address) to keep it accurate, current and complete. You acknowledge that, if any information provided by you is untrue, inaccurate, not current or incomplete, we reserve the right to terminate this Agreement and your use of our Products and Services. You are responsible for maintaining the confidentiality of any password or other account information not generally available to others and are fully responsible for all activities that occur under your username and password. You understand that any information you provide will be treated by Third Coast Calcs in the manner described in our Privacy Policy, which can be found at www.thirdcoastcalcs.com/privacy.

    Conversely, access to certain functionalities of our Products and Services do not require registration and may be provided by simply providing a link to certain information to Third Coast Calcs. For example the Library in Third Coast Calcs allows sharing a library file via link that can be shared externally and doesn’t require an account for access or any other authorization. You have the ability to revoke the access granted to a Library file in Third Coast Calcs through the library file settings on your Third Coast Calcs account. We aren’t responsible for the content people post and share via the Services.

  5. User Content & Postings.
    1. Your Postings. As part of the Third Coast Calcs community and use of our Products and Services, our users may choose to participate in reviews, ratings, and other feedback. You acknowledge and agree that any postings, messages, text, photos, audio/visual works, information, suggestions, feedback, reviews or content provided by you (collectively, “ User Generated Content”) may be viewed by the general public and will not be treated as private, proprietary or confidential.
    2. License to User Generated Content. You authorize us and our affiliates, licensees and sublicensees, without compensation to you or others, to copy, adapt, create derivative works of, reproduce, incorporate, distribute, publicly display or otherwise use or exploit such User Generated Content throughout the world in any format for the duration of any copyright or other rights, if any, in such User Generated Content, and such permission shall be perpetual and may not be revoked for any reason. Third Coast Calcs acknowledges and agrees that you, or your licensors as applicable, retain ownership of any and all copyrights in the User Generated Content, subject to the non-exclusive rights granted to Third Coast Calcs in this section, and that no ownership of such copyrights is transferred to Third Coast Calcs under these terms.
    3. Rights in User Generated Content. By posting or providing any User Generated Content on or through our Products and Services, you represent and warrant to Third Coast Calcs that you own or have the right to use and permit us to use and license such User Generated Content in the manner stated in this Agreement.
    4. Permissions. You agree not to post or provide any User Generated Content that belongs to any person other than yourself or that contains the name, voice or likeness of any person other than yourself unless you first obtain permission to do so, and to grant to us the rights granted in this agreement, from that person.
    5. Modifications to User Generated Content. You further agree that we may use the posted or provided User Generated Content in any manner that we deem appropriate or necessary. We reserve the right to edit or abridge any User Generated Content for any reason, and to edit, refuse to post or remove any User Generated Content submitted by you or others. We cannot and do not guarantee that we will post all User Generated Content submitted or that such content will not be offensive, defamatory or objectionable. Although we reserve the right to remove without notice any User Generated Content for any reason, we have no obligation to delete User Generated Content that you personally may find objectionable or offensive. We do not control in real time the User Generated Content posted on our Products and Services and as such do not guarantee the accuracy, integrity or quality of such User Generated Content. In addition to other disclaimers found in this Agreement, we do not endorse or make any warranties or representations with respect to the accuracy, completeness or timeliness of any User Generated Content posted on our Products and Services.
  6. Third Party Links. Our Products and Services may contain links to other websites for your convenience. The fact that we offer such links does not indicate any approval or endorsement by us of any linked website or any material contained on any linked website, and we disclaim any such approval or endorsement. We do not control the linked websites or the content provided through such websites, and we have not reviewed, in their entirety, such websites. Your use of linked websites is subject to the privacy practices and terms of use established by the specific linked website, and we disclaim all liability for such use.
  7. IP Ownership.
    1. Third Coast Calcs Copyright. Our Products and Services are owned and operated by Third Coast Calcs and its licensors, and the Information (and any intellectual property and other rights relating thereto) is and will remain the property of Third Coast Calcs. The Information is protected by U.S. and international copyright, trademark, and other laws, and you acknowledge that these rights are valid and enforceable. Except as set forth in this Agreement, you may not copy, reproduce, modify, adapt, translate, republish, upload, post, transmit, distribute, sub-license, sell, reverse engineer, decompile, or disassemble any part of our Products and Services or any Service or Information without our prior written permission. Our Products and Services and Information may be used solely (a) to the extent permitted in this Agreement or (b) as expressly authorized in writing by Third Coast Calcs. Use of our Products and Services or any Information for any other purpose is strictly prohibited. You acknowledge that you do not acquire any ownership rights by using our Products and Services or any Information.
    2. Third Coast Calcs Trademarks. The trademarks and logos, including TurboWell™ and Third Coast Calcs™ displayed on our Products and Services (collectively, the “ Trademarks”) are the registered and unregistered trademarks of Third Coast Calcs. Nothing contained in this Agreement or our Products and Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark(s) without the express written permission of Third Coast Calcs, except as set forth in this section. You acknowledge and agree that all rights in and to the Third Coast Calcs trademarks are our exclusive property, and any goodwill generated by your use of any Third Coast Calcs trademark will inure to our exclusive benefit. You will not take any action that is in conflict with our rights in or ownership of any Third Coast Calcs trademark.
  8. DMCA Notices. If you are a copyright owner or an agent thereof and believe that any User Generated Content or other content on the site infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
    • A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
    • Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
    • Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;
    • Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;
    • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

    You can send your notice to legal@thirdcoastcalcs.com. A copy of your DMCA Notification will be sent to the person who uploaded the material addressed in the Notification. Please be advised that under Section 512(f) of the Digital Millennium Copyright Act you may be held liable for damages and attorneys’ fees if you make material misrepresentations in a DMCA Notification.

  9. No Use by Children. You hereby affirm that you are over the age of 12, as these Products and Services is not intended for children under 13. If you are under 13 years of age, then you may not use our Products and Services. You further affirm that you are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement.
  10. Term & Termination. This Agreement is effective from the date that you first access our Products and Services and shall remain effective until terminated in accordance with its terms. Third Coast Calcs may immediately terminate this Agreement, and/or your access to and use of our Products and Services, or any portion thereof, at any time and for any reason, with or without cause, without prior notice. You understand that Third Coast Calcs may exercise this right in its sole discretion, and this right shall be in addition to and not in substitution for any other rights and remedies available to Third Coast Calcs. This Agreement will also terminate automatically if you fail to comply with any term or provision of this Agreement. Upon termination of this Agreement by either party, your right to use our Products and Services shall immediately cease, and you shall destroy all copies of information that you have obtained from our Products and Services, whether made under the terms of this Agreement or otherwise. All disclaimers and all limitations of liability and all Third Coast Calcs rights of ownership shall survive any termination.
  11. Billing. You may purchase a Paid Subscription directly from Third Coast Calcs or through a third party either by (1) paying a subscription fee in advance on a monthly basis or some other recurring interval disclosed to you prior to your purchase; or (2) pre-payment giving you access to the Third Coast Calcs Service for a specific time period (“Pre-Paid Period”). Third Coast Calcs may change the price for the Paid Subscriptions, including recurring subscription fees, the Pre-Paid Period (for periods not yet paid), from time to time and will communicate any price changes to you in advance and, if applicable, how to accept those changes. Price changes will take effect at the start of the next subscription period following the date of the price change. Subject to applicable law, you accept the new price by continuing to use the Third Coast Calcs Service after the price change takes effect. If you do not agree with a price change, you have the right to reject the change by unsubscribing from the Paid Subscription prior to the price change going into effect. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not cancel your account, we may suspend, modify or cancel, at our sole discretion, your account until we have successfully charged a valid Payment Method. For some Payment Methods, the issuer may charge you certain fees, such as foreign transaction fees or other fees relating to the processing of your Payment Method. Check with your Payment Method service provider for details.
  12. Renewal & Cancellation. Unless your Paid Subscription has been purchased for a Pre-Paid Period, your payment to Third Coast Calcs or the third party through which you purchased the Paid Subscription will automatically renew at the end of the applicable subscription period, unless you cancel your Paid Subscription before the end of the then-current subscription period in your account settings if you purchased the Paid Subscription through Third Coast Calcs, or if you purchased the Paid Subscription through a third party, by canceling the Paid Subscription through such third party. The cancellation will take effect the day after the last day of the current subscription period, and you will be downgraded to the Free Service. We do not provide refunds or credits for any partial subscription periods. If you have purchased your Paid Subscription through a third party, you must cancel directly with that third party.
  13. Disclaimers.

    OUR PRODUCTS AND SERVICES ARE PROVIDED “AS IS” AND “WITH ALL FAULTS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE, AND ANY WARRANTIES THAT THE INFORMATION AND PRODUCTS AND SERVICES IS CURRENT AND/OR UP-TO-DATE ARE HEREBY EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW.

    THERE IS NO WARRANTY, REPRESENTATION OR GUARANTEE THAT OUR PRODUCTS AND SERVICES, OR YOUR USE OF OUR PRODUCTS AND SERVICES, WILL BE UNINTERRUPTED, COMPLETE, ACCURATE, CURRENT, RELIABLE, ERROR-FREE, SECURE, OR THAT ANY PROBLEMS WILL BE CORRECTED, OR THAT OUR PRODUCTS AND SERVICES, OR ANY INFORMATION, SOFTWARE OR OTHER MATERIAL ACCESSIBLE FROM OUR PRODUCTS AND SERVICES, IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATION REGARDING THE USE OF, OR THE RESULTS OF THE USE OF OUR PRODUCTS AND SERVICES EITHER IN TERMS OF ITS COMPATIBILITY WITH HARDWARE OR OTHER SOFTWARE OR EQUIPMENT, AND YOU ASSUME ALL RESPONSIBILITY AND RISK FOR YOUR USE OF OUR PRODUCTS AND SERVICES AND/OR SERVICES AND INFORMATION AND YOUR RELIANCE THEREON.

  14. Limitation of Liability.

    NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY OF ANY KIND, NEITHER THIRD COAST CALCS NOR ANY OF ITS AGENTS, SUCCESSORS, OR ASSIGNS, NOR THIRD COAST CALCS DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF PROFITS, LOST SAVINGS, OR LOSS OF DATA) OR LIABILITIES UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY MANNER TO OUR PRODUCTS AND SERVICES, INFORMATION, SERVICES AND/OR ANY LINKED PRODUCTS AND SERVICES, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES OR LIABILITIES. YOUR SOLE REMEDY WITH RESPECT TO ANY CLAIMS RELATED TO THESE PRODUCTS AND SERVICES, THE INFORMATION, SERVICES, OR ANY LINKED PRODUCTS AND SERVICES IS TO STOP USING OUR PRODUCTS AND SERVICES, SERVICE, OR LINKED WEBSITE, AS APPLICABLE AND A FULL REFUND OF THE FEES PAID FOR THE PRODUCTS AND SERVICES.

    NEITHER THIRD COAST CALCS NOR ANY OF ITS AGENTS, SUCCESSORS, OR ASSIGNS, NOR THIRD COAST CALCS’S DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, OR OTHER REPRESENTATIVES WILL HAVE ANY LIABILITY TO YOU FOR ANY DAMAGES, EXPENSES OR OTHER LIABILITY INCURRED BY YOU AS A RESULT OF ANY INACCURACY, INCOMPLETENESS OR MISREPRESENTATION OF ANY INFORMATION, CONTENT, POSTINGS.

  15. Indemnification. You agree to fully indemnify, defend, and hold Third Coast Calcs, agents, successors, and assigns and Third Coast Calcs’s directors, officers, employees, consultants, and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees), and other expenses that arise directly or indirectly out of or from: (a) your breach of this Agreement; (b) any allegation that any materials you submit to us or transmit to our Products and Services infringe or otherwise violate the copyright, patent, trademark, trade secret, or other intellectual property or other rights of any third party; (c) your activities in connection with our Products and Services or other websites to which our Products and Services is linked; and/or (d) your negligence or willful misconduct.
  16. Other Jurisdictions. Third Coast Calcs makes no representation that our Products and Services operates (or is legally permitted to operate) in all geographic areas, or that our Products and Services or Information are appropriate or available for use in other locations. Accessing our Products and Services from territories where our Products and Services or any content or functionality of our Products and Services or portion thereof is illegal is expressly prohibited. If you choose to access our Products and Services, you agree and acknowledge that you do so on your own initiative and at your own risk, and that you are solely responsible for compliance with all applicable laws.
  17. Notice. By use of our Products and Services, you consent to receive electronic communications from Third Coast Calcs. You also agree that any such communications satisfy any legal requirement to make such communications in writing under this Agreement or under any applicable laws or regulations. Specifically, we may provide notice to you by sending an email to the address that you provided as part of your registration for our Products and Services. Any notice to Third Coast Calcs will be provided by both (a) sending an email to legal@thirdcoastcalcs.com; and (b) providing a copy by certified mail, return receipt requested to:

    NV Services LLC

    14215 Chadbourne Dr,

    Houston, TX 77079

  18. No Waiver. No delay or omission by either party in exercising any rights under this Agreement will operate as a waiver of that or any other right. A waiver or consent given by either party on any one occasion is effective only in that instance and will not be construed as a bar to or waiver of any right on any other occasion.
  19. Assignment. Neither this Agreement nor any right, obligation, or remedy hereunder is assignable, transferable, delegatable, or sublicensable by you except with Third Coast Calcs’ prior written consent, and any attempted assignment, transfer, delegation, or sublicense shall be null and void. Third Coast Calcs may assign, transfer, or delegate this Agreement or any right or obligation or remedy hereunder in its sole discretion.
  20. Mediation and Arbitration. Any controversy between the Parties to this Agreement involving the construction or application of any of the terms, provisions, or conditions of this Agreement, shall on written request of either party served on the other, be submitted first to mediation and then if still unresolved to binding arbitration. Said mediation or binding arbitration shall comply with and be governed by the provisions of the American Arbitration Association for Commercial Disputes unless the Parties stipulate otherwise. The attorneys’ fees and costs of arbitration shall be borne by the losing party unless the Parties stipulate otherwise, or in such proportions, as the arbitrator shall decide.
  21. Governing Law & Venue. This Agreement shall be governed in all respects by the laws of the United States of America and by the laws of the State of Texas. The courts of Houston, Texas shall be the exclusive forum for any mediation, arbitration, litigation or dispute resolution.
  22. Enforceability. If any provision of this Agreement is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions.
  23. Entire Agreement. This Agreement, along with the Privacy Policy, constitute the entire agreement with respect to the relationship between Third Coast Calcs and you and supersedes all prior agreements, whether written or oral, concerning such relationship. This Agreement may not be changed, waived or modified except by Third Coast Calcs as provided herein or otherwise by written instrument signed by Third Coast Calcs.

Effective July 23, 2021.