TERMS OF SERVICE AGREEMENT
Effective: May 15, 2014
2. Scope of Terms of Service Agreement/Acceptance
2.2 This Terms of Service Agreement as may be modified from time to time in AW’s sole discretion constitutes legally binding terms and also applies to your use of our Sites. All material modifications will apply prospectively only. The date of the most recent revisions will appear at the top of this Terms of Service Agreement, so check back often. Continued access of our Sites by you will constitute your acceptance of any changes or revisions to the Terms of Service Agreement.
2.3 In the event of any conflict or inconsistency between the terms and conditions of this Terms of Service Agreement, and any rules, restrictions, limitations, terms and/or conditions that may be posted at various points in our Sites or otherwise communicated to users users of our Sites, AW shall determine which rules, restrictions, limitations, terms and/or conditions shall control and prevail in our sole discretion, and you specifically waive any right to challenge or dispute such determination. Your continued access, visitation and/or use of the AW Sites constitutes your agreement to comply with these additional rules.
The purpose of the AW Sites is to provide world-class leadership and professional development through current and historical content about leadership and leader role models, information about upcoming and past events, extensive networking and training opportunities, including the award-winning eMentor Program Services, and other personal and professional development support offered by AW to active duty, reserve, veteran, retired military members, and military spouses to help them reach their highest potential and work/life balance (the “Purpose”).
4. AW and User Content
4.1 AW Content. This Terms of Service Agreement governs all text, articles, photographs, images, graphics, illustrations, creative, copy, artwork, video, audio, music, trademarks, trade names, service marks, and other brand identifiers, information, and materials whether posted, uploaded, transmitted, sent or otherwise made available on or through our Sites by us, our licensors, vendors, and sponsors (collectively the “AW Content”).
4.1.1 IP Protection. The AW Content is protected by copyright, trademark, patent, trade secret and other laws. AW owns and retains all rights in the AW Content and the AW Sites. The foregoing notwithstanding, content other than the AW Content may be the property of AW’s licensors, vendors and sponsors ((the “owner” or “owners”), and is licensed or otherwise published by AW as AW Content with thepermission of the owners of such content and all rights in such content are reserved to such owner or owners.
4.1.2 AW Content.Certain AW Content may be made available to you on or through the AW Sites for download, installation, and/or streaming on your computer, mobile or other device. Such AW Content is subject to the same terms, conditions, limitations and restrictions applicable to all AW Content provided by us, or our owner or owners of such content.. You must, in addition to all of your other obligations, use such AW Content only to the extent expressly authorized for the particular AW Content, and you may not use such AW Content in a manner that exceeds such authorization. When you download copyrighted material, you do not obtain any ownership rights to that material.
4.1.3 Non-Use.You may not make any commercial, advertising, promotional, or marketing use nor modify, copy, publish, display, transmit, adapt or in any way exploit the AW Content, unless you have obtained prior written consent from AW, and from all other owner or owners in the relevant AW Content. For permission to use AW content from an applicable Site or from a blog or newsletter authored and distributed by AW, you must request written permission and provide full attribution. Permission should be requested by contacting via email President@academywomen.org. Attribution for AW Content posted on the one or more of our Sites should be given as follows: “Reprinted with permission from AcademyWomen.” Attribution for newsletter AW Content or content from an AW Blog Site should be given as follows: “This article is reprinted with permission from [name of newsletter or article or blog], a publication of Academy Women.”
4.2 User Content and Content.
Except as may otherwise be agreed to in writing between you and AW, AW does not claim ownership rights in the text, files, or any other materials (collectively “User Content”) that you transmit, submit, display or publish (post) on, through or in connection with the AW Sites. Additionally, if you contribute to the AW blog Site, comment on the blog, post material to our Sites, post links on our Sites, or otherwise make (or allow any third party to make) material available by means of our Sites (any such material hereinafter referred to as “Content”), You are entirely responsible for the content of, and any harm resulting from, that Content. That is the case regardless of whether the Content in question constitutes text, graphics, an audio file, or computer software.
4.2.1 Your Rights/Grant of License. After posting your User Content on, through or in connection with our Sites, you continue to retain any such rights that you may have in your User Content, subject to the limited license herein. You hereby grant to AW a nonexclusive, royalty-free, limited license for the following purposes: use, reproduce, modify, adapt, publish, promoteand distribute your User Content and/or Content on our Sites. If you delete your User Content and/or Content, AW will use reasonably commercial efforts to remove it from the applicable Site or Sites, but you acknowledge that caching or references to the User Content and/or Content may not be made immediately unavailable. However, AW will cease use as soon as practicable and at such time, the license granted herein will terminate.
4.2.2 Your Representations and Warranties.
184.108.40.206 User Content. You represent and warrant that (i) you own the User Content provided directly to AW for publication; or, posted by you on, through or in connection with our Sites, and (ii) the posting of your User Content on, through or in connection with our Sites does not embed, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity; or violate the privacy rights, publicity rights, contract rights or any other rights of any person or entity.
220.127.116.11 Content. By making Content available, you represent and warrant that:
the downloading, copying and use of the Content will not infringe the proprietary rights,including but not limited to the copyright, patent, trademark or trade secret rights, of any third party;
if your employer has rights to intellectual property you create, you have either (i) received permission from your employer to post or make available the Content, including but not limited to any software, or (ii) secured from your employer a waiver as to all rights in or to the Content;
you have fully complied with any third-party licenses relating to the Content, and have done all things necessary to successfully pass through to users any required terms;
the Content is not spam, is not machine- or randomly-generated, and does not contain unethical or unwanted commercial content designed to drive traffic to third party sites or boost the search engine rankings of third party sites, or to further unlawful acts (such as phishing) or mislead recipients asto the source of the material (such as spoofing);
the Content is not pornographic, does not contain threats or incite violence towards individuals or entities, and does not violate the privacy or publicity rights of any third party;
your Content is not getting advertised via unwanted electronic messages such as spam links on newsgroups, email lists, other blogs and web sites, and similar unsolicited promotional methods;
your Content is not named in a manner that misleads your readers into thinking that you are another person or company. For example, your name is not the name of a person ther than yourself or company other than your own; and
you have, in the case of Content that includes computer code, accurately categorized and/or described the type, nature, uses and effects of the materials, whether requested to do so by AW or otherwise.
4.3 Editing Additions and Deletions.
As a user of the Website, we make good faith efforts to provide you with access to your personal information so you can request that we correct the data if it is inaccurate or delete the data if we are not required to retain it by law or for other legitimate business purposes.
4.4Sensitive Information Disclaimer/Use of User Content
4.4.1 Sensitive Information Disclaimer. Our Sites may include, but not be limited Content; User Content and Content relating to a range of topics related to but not limited to health; medical conditions; securing employment opportunities; promotion; professional development; staying in the service; relationships; leadership and management challenges; gender-related challenges. You should not rely on our Sites for individual advice on decisions or actions to pursue these areas. You alone will bear the sole responsibility for evaluating the merits and/or risks associated with use of the AW Content or User Content or Content obtained on or through our Sites before making any decisions based on such AW Content or User Content or Content
5.Registration on the AW Website Site.
The AW Website provides you with the opportunity to:
THE AW CONTENT AVAILABLE ON OR THROUGH OUR SITES IS IN NO WAY INTENDED TO AND SHALL NOT BE CONSTRUED TO: (A) CONSTITUTE PROFESSIONAL ADVICE; OR (B) WARRANT OR REPRESENT GUARANTEED EMPLOYMENT; OR (C) DIAGNOSE, CURE, OR TREAT ANY MEDICAL, HEALTH OR OTHER CONDITIONS. IN ADDITION TO ALL OTHER LIMITATIONS AND DISCLAIMERS IN THIS TERMS OF SERVICE AGREEMENT, AW AND OUR LICENSORS,VENDORS, PARTNERS AND SPONSORSDISCLAIM ANY LIABILITY OR LOSS IN CONNECTION WITH THE AW CONTENT OBTAINED ON OR THROUGH THE AW SITES..
4.4.2 USE OF USER CONTENT AND/OR CONTENT. AW IS NOT RESPONSIBLE FOR ANY CONSEQUENCES AT LAW OR OTHERWISE RESULTING FROM OTHER USERS USE OF YOUR USER CONTENT AND/OR CONTENT THAT YOU POST, UPLOAD, TRANSMIT, SEND, OR OTHERWISE MAKE AVAILABLE ON OUR SITES.
(i) Provide contact information so AW may contact you regarding its services; and/or
(ii) for you to register to become a member of AW.
5.2 Your Representations. By using the AW Website and providing us with your information, inclusive of any PII Information, on the applicable Forms (hereinafter “Registration Information”), you agree, represent, warrant, and guarantee that (a) all Registration Information provided by you is true, accurate, complete, up-to-date, and solely yours; and (b) you will maintain the accuracy of such information; and (c) you are 14 years of age or older; and (d) your use of the AW Website does not violate any applicable law. NEITHER AW NOR OUR INDEMNITEES SHALL BE RESPONSIBLE FOR VERIFYING YOUR REGISTRATION INFORMATION.
5.3 Security. You may be required to provide a username and password when providing your Registration Information. You are responsible for maintaining the confidentiality of your username and password. You accept full responsibility for all activities that occur in the use of your account, inclusive of your username and password. You agree to notify AW of any breach of your account, inclusive of your username and password. You indemnify, defend and hold harmless AW for any loss or damage suffered by you, other users, or third parties from your failure to comply with this section 5.3.
AW reserves the right at any time, with or without notice, and without liability to remove or require a change to, any profile you may be using or other Registration Information, or otherwise change the access means or methods for portions of the AW Website, or the AW Website as a whole or certain products and/or services.
6. Fees. AW, its licensors, vendors and/or sponsors may charge you fees for events, merchandise, products and/or services, including without limitation AW Content, offered for sale on or through the AW Website, and/or for access to portions of the AW Website as a whole. You agree to pay all fees and charges, including applicable taxes and surcharges, incurred through your activity on or through the AW Website and/or through your account/profile at the rates in effect for the billing period in which such fees and charges are incurred (hereinafter collectively the “Fees”). Unless otherwise specified on the AW Website, all Fees will be quoted and charged in United States dollars. AW, its licensors, vendors and/or sponsors reserve the right to change the amount of, or basis for determining any Fees, and to institute new Fees, effective upon publication of such revised pricing on our applicable Site or Sites.
7. Rules of Usage/Endorsement of Comments.
7.1 Use of Our Sites by You:
7.1.2 Personal Use. Unless otherwise specified in this Terms of Service Agreement, our Sites are intended for your personal, non-commercial use only. You are solely responsible for all usage of, or activities on, our Sites by you. Illegal and/or unauthorized use of our Sites, including without limitation, use of AW Content in any form whatsoever, such as copying or reprinting AW Content by electronic or other means or unauthorized framing of or linking to our Sites, or employing third party promotional sites or software to promote profiles for money, is prohibited. AW reserves the right to take appropriate legal action, including without limitation referral to law enforcement, for any illegal or unauthorized use of our Sites..
7.1.3 Compliance with Laws. You must comply with all local, state, federal, provincial, national, international, and foreign laws, rules, and regulations in accessing and using our Sites and will immediately notify us if you learn of or suspect a security breach or any illegal activity in connection with our Sites..
7.2 Prohibitions on Use of our Sites. Please choose carefully the information you post on, through or in connection with our Sites and that you provide to other users. Notwithstanding the prohibition for your Content as described in Section 18.104.22.168 above, Your User Content may not include any form of prohibited content, as outlined in this Section 7.2. Therefore, absent explicit prior written consent from AW in certain situations, you may not, nor may you allow, enable, authorize, instruct, encourage, assist, suggest, inform, or promote that others, directly or indirectly, do any of the following for any reason:
7.2.1 Impersonate or Falsify. Impersonate, imitate or pretend to be somebody else, or falsely state, represent, or imply any affiliation, association, or connection with a person or entity when using our Sites including, without limitation, the use of email addresses associated with or of any of the foregoing)
7.2.2 Slander/Defamation. Engage in personal attacks, or post, upload, transmit, send or otherwise make available on or through our Sites any User Content about an individual that is, abusive, intimidating, bullying, harassing, hateful, violent, or that victimizes, degrades, defiles or disparages an individual.
7.2.3 Mislead. Post or promote information that you know is false or misleading or promote illegal activities or conduct that is abusive, threatening, obscene, pornographic, defamatory, libelous or otherwise violates any law or right of any third party;
7.2.4 Misrepresent. Falsely state, represent, or imply any affiliation, association, or connection between any person or entity, including without limitation, with our Sites, us, or our licensors, vendors, partners and sponsors;
7.2.5 Spam/Junk Mail. Post, upload, transmit, send or otherwise make available on or through our Sites any User Content that constitutes junk mail, spam, pyramid schemes, chain letters, phishing, advertising, and/or commercial offers;
7.2.6 Bulk Communication. Post, upload, transmit, send, or otherwise make available on or through our Sites any unsolicited bulk communication;
7.2.7 Inappropriate Language.Use any language that is, or post, upload, transmit, send or otherwise make available on or through our Sites any User Content about a group that is, hateful, violent, or that victimizes, degrades, defiles or disparages any group based on race, gender, religion, national origin, disability, sexual orientation, or age, or otherwise engage in what we deem to be racism, sexism, ageism, religious intolerance, bigotry, ethnic slurs, or homophobia;
7.2.8 Violence. Use any language, or post, upload, transmit, send or otherwise make available on or through our Sites any User Content that may or is intended to enable, authorize, instruct, encourage, assist, suggest, or promote activities that incite violence, constitute a criminal offense, give rise to civil liability, we deem to be offensive, immoral vulgar, crude, harmful, violent, deceptive, or otherwise violate any local, state, federal, provincial, national, international, or foreign law, rule or regulation, including without limitation defamation, child pornography, fraud, or invasion of privacy;
7.2.9 Stalking. Stalk others, or otherwise contact other users in the physical world without their permission using information obtained on or through our Sites.
7.2.10 No Professional Advice. Provide professional advice or post, upload, transmit, send or otherwise make available on or through our Sites any User Contentintended to provide professional advice. For the purposes of this Terms of Service Agreement, “Professional Advice" is any advice that requires the individual be credentialed to provide it, such as a physician.
7.2.11 Infringement. Post, upload, transmit, send or otherwise make available on or through our Sites any User Content that infringes, violates, or breaches the copyright, trademark, trade secret or any other personal or proprietary right of us, our licensors, vendors, partners sponsors, other terms of services, and/or any other third party;
7.2.12 Unauthorized Use. Copy, reproduce, modify, change, edit, crop, alter, revise, adapt, translate, enhance, reformat, remix, rearrange, resize, create derivative works of, move, remove, delete, or erase any copyright, trademark, or other proprietary legends, symbols, marks, or notices on our Sites, or attempt to circumvent any mechanisms for preventing the unauthorized reproduction or distribution of AW Content other than your User Content and/or Content which you legally post on, through or in connection with our Sites;
7.2.13 No Use. Copy, reproduce, modify, change, edit, crop, alter, revise, adapt, translate, enhance, reformat, remix, rearrange, resize, create derivative works of, move, remove, delete, erase, reverse engineer, decipher, decompile, disassemble, store, cache, aggregate, publish, post, display, distribute, broadcast, perform, transmit, rent, sell, share, sublicense, syndicate, or otherwise provide to others, or use any AW Content other than your User Content obtained on or through our Sites, in whole or in part, except as permitted by law or as expressly permitted in writing by AW;
7.2.14 Security Breach.Circumvent or modify, attempt to circumvent or modify, or encourage or assist another person in circumventing or modifying any security technology or software that is part of our Sites;
7.2.15 No Viruses, etc. Post, upload, transmit, send or otherwise make available on or through our Sites any software disabling devices, time bombs, Trojan horses, cancel bots, viruses, worms, bugs, corrupted files, spyware, adware, malware, malicious programs or code, or devices or defects of similar nature;
7.2.16 No Undue Burden. Interfere with, disrupt, or create an undue burden on our Sites or the networks or services connected to our Sites.
CAUTION: ANY ATTEMPT TO DO ANY OF THE FOREGOING PROHIBITED ACTS, OR TO OTHERWISE UNDERMINE THE OPERATION OF OUR SITES, MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAW. SHOULD SUCH AN ATTEMPT BE MADE, WE RESERVE THE RIGHT, IN ADDITION TO OUR OTHER REMEDIES, TO SEEK DAMAGES (INCLUDING WITHOUT LIMITATION ATTORNEYS' FEES) FROM ANY SUCH INDIVIDUAL OR ENTITY TO THE FULLEST EXTENT PERMITTED BY LAW, INCLUDING CRIMINAL PROSECUTION AND/OR REPORT SUCH USER CONTENT OR ACTIVITIES TO LAW ENFORCEMENT AUTHORITIES.
7.3 Endorsement of Comments. We do not necessarily endorse, support, sanction, encourage, verify, or agree with the comments, opinions, or statements posted, uploaded, transmitted, sent or otherwise made available on or through our Sites Any User Content and/or Content posted, uploaded, transmitted, sent or otherwise made available on or through our Sites including advice and opinions, are the views and responsibility of those who post the User Content and/or Content and do not necessarily represent our views or the views of our licensors, vendors, partners and sponsors. You agree that we and our licensors, vendors, partners and sponsors are not responsible, and shall have no liability to you, with respect to any User Content and/or Content posted, uploaded, transmitted, sent or otherwise made available on our Sites or by other means (e.g. a conversation or communication that takes place through media outside our Sites), including User Content and/or Content that violates this Terms of Service Agreement.
8. Monitoring/Complaints against Other Users/Copyright and Other Complaints.
8.1 Monitoring. We strive to provide a constructive and enjoyable online experience for our users, so we may monitor activity on our Sites. Nevertheless, we do not make any representations, warranties or guarantees that: (1) our Sites, or any portion thereof, will be monitored for accuracy or unacceptable use, or (2) apparent statements of fact will be authenticated, or (3) we will take any specific action (or any action at all) in the event of a challenge or dispute regarding compliance or non-compliance with this Terms of Service Agreement. We generally do not pre-screen User Content and/or Content before it is posted, uploaded, transmitted, sent or otherwise made available on or through our Sites by users, so you may be exposed to User Content and/or Content that is opinionated, offensive, and/or inappropriate, including User Content and/or Content that violates this Terms of Service Agreement. Notwithstanding the foregoing, if at any time AW chooses, in its sole discretion, to monitor our Sites, AW nonetheless assumes no responsibility for the User Content, and/or Content; no obligation to modify or remove any inappropriate User Content and/or Content, and no responsibility for the conduct of the user submitting any such User Content and/or Content. However, AW may reject, refuse to post or delete for any or no reason, including, but not limited to, User Content and/or Content that in the sole judgment of AW violates this Terms of Service Agreement or which may be offensive, illegal or violate the rights of any individual or entity, or harm or threaten the safety of any individual or entity.
8.2Complaints Against Other Users. You are solely responsible for your interactions with other AW users or members, including but not limited to any User Content and/or Content that you post on, through or in connection with any of our Sites, and any material or information that you transmit to other users or members, or any other parties with whom you interact through our Sites. Remember that by using the publicly accessible portions of our Sites you may be exposed to content that is opinionated, offensive, and/or inappropriate, including User Content and/or Content that violates this Terms of Service Agreement, but not all of such User Content and/or Content is actionable. We ask that you not useour Sites, or lodge complaints against other users, to facilitate a personal dispute. However, if you have reason to believe that another person is using our Sites in a way that is harmful to you or poses a threat to AW, its employees, directors, independent contractors, business or sponsors and other users, we urge you to contact your local authorities, or appropriate state or federal agencies.
8.3Copyright and Other Complaints: If you have reason to believe that your User Content and/or Content has been copied and/or is accessible on our Sites in a way that constitutes copyright infringement, or that the AW Sites contains links or other references to another site, application, destination or service that contains content or activity that infringes your copyright rights, or you have a complaint regarding our Sites, you may contact us at firstname.lastname@example.org or by mail: AcademyWomen; P.O. Box 5583; San Jose, CA. 95150-5583; Attn: President, AcademyWomen.
8.3.1 Contacting For Infringement of Copyright/Digital Millennium Copyright Act (“DMCA”) Notice. AW respects the intellectual property of others, and requires that our users do the same. While we are under no obligation to, and do not scan content used in connection with the AW Website for copyright violations, it is AW policy to, in appropriate circumstances and at our discretion, in addition to our other remedies, to terminate, discontinue, suspend users and/or restrict users’ ability to access, visit, and/or use our Sites, when those users or third parties infringe the copyright rights of others, and we may choose to remove, delete, erase, or disable access to User Content and/or Content deemed to be infringing. It is our policy to terminate the access to our Sites of infringers.
9. Third Party: Linked Services/Third Party Sites/Advisors.
If you are contacting us because you believe there are materials on our Sites that infringe upon yours or another individual or entity’s copyright, we will comply with the take-down regulations of the DMCA if you provide us with written notice that at a minimum contains the following:
(i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(ii) Identification of the copyrighted work or works claimed to have been infringed;
(iii) 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 disabled, and information reasonably sufficient to permit us to locate the material;
(iv) Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic address at which the complaining party may be contacted;
(v) A statement that the complaining party has 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
(vi) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
9.1 Third Party Linked Services created by third party developers may be or may become available on, through or in connection with our Sites. Third Party Linked Services may include applications, websites, desktop, wireless, mobile and other services available from third parties which can be installed onto your AW information profile or which maylink to your AW account from outside of our Sites. Third Party Linked Services may use your AW profile information, and/or other profile content on the Third Party Linked Service and share activity events between AW and the Third Party Linked Service (depending on the features the Third Party Linked Service chooses to make available).
10. Disclaimers/Technical/Limitation of Liability/Release.
9.2 Third Party Sites. External links to other Third Party Websites, mobile applications and social networking sites (hereinafter “Third Party Sites”) do not imply an endorsement by AW of the materials disseminated at those Third Party Sites, nor does the existence of a link to another site imply that the organization or person publishing at that site endorses any of the AW Content at our Sites. Links to other Third Party Sites are provided by AW as a convenience to its users, and AW is not responsible or liable at law or otherwise nor does it endorse the content of the materials of any Third Party Siteso linked to our Sites.
9.3 Advisors. our Sites may contain advice provided by third parties (“Third Party Advisors”). AW does not recommend, endorse, have control over, or monitor any Third Party Advisors. Therefore AW makes no guarantee, representation or warranty of any kind as to the quality, competency, value, reliability, responsiveness, safe effectiveness, accuracy, or completeness of the advice given to you by Third Party Advisors or for the Third Party Advisors’ actions or failure to act. You assume full responsibility for your use of any advice provided by the Third Party Advisors and AW is not responsible or liable at law or otherwise for any advice provided to you by the Third Party Advisors.
9.4 Disclaimer: In addition to any other disclaimers in this Section 9, AW is not responsible for the content, accuracy or opinions or policies expressed on Third Party: Linked Services; Third Party Sites; and such services and sites are not necessarily investigated, monitored or checked for accuracy or completeness by AW. Inclusion of any linked service or Third Party Site sonour Sites does not imply approval or endorsement of the linked service or Third Party Site by AW. When you access these Third Party: Linked Services; Third Party Sites, you do so at your own risk. AW takes no responsibility for third party advertisements or Third Party: Linked Services that are posted on, through or in connection with our Sites or Third Party: Linked Services; Third Party Sites.
10.1 Disclaimers: NEITHER WE NOR OUR LICENSORS, VENDORS, PARTNERS OR SPONSORS, AND EACH OF OUR AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, INDEPENDENT AND SUB-CONTRACTORS, AGENTS AND REPRESENTATIVES (“INDEMNITEES”) MAKE ANY REPRESENTATIONS, WARRANTIES, OR GUARANTEES WITH RESPECT TO ANY OF THE THIRD PARTY: LINKED SERVICES;THIRD PARTY SITES; ADVISORS AND OR OUR SITES, INCLUDING WITHOUT LIMITATION CONTENT, FEATURED, MENTIONED, DESCRIBED, DISTRIBUTED, OR OTHERWISE AVAILABLE ON OR THROUGH OUR SITES. IF YOU OBTAIN PRODUCTS AND/OR SERVICES FROM THIRD PARTY: LINKED SERVICES;THIRD PARTY SITES, ADVISORS INCLUDING WITHOUT LIMITATION CONTENT, ON OR THROUGH OUR SITES, NOTE THAT NEITHER WE NOR OUR INDEMNITEES HAVE ANY CONTROL OVER, OR ASSUME RESPONSIBILITY FOR, THE QUALITY, QUANTITY, SIZE, CHARACTER, FITNESS FOR A PARTICULAR PURPOSE, SPECIFICATIONS, FEATURES, FUNCTIONALITY, SAFETY, OR LEGALITY OF SUCH PRODUCTS AND/OR SERVICES, THE TRUTH OR ACCURACY OR THE ABILITY OF THE THIRD PARTY: LINKED SERVICES;THIRD PARTY SITES; ADVISORS TO PROVIDE SUCH PRODUCTS AND/OR SERVICES.
IIN ADDITION, UNDER NO CIRCUMSTANCES SHALL AW OR ITS INDEMNITEES BE RESPONSIBLE FOR ANY LOSS OR DAMAGES, INCLUDING, WITHOUT LIMITATION, FROM USE OF OUR SITES OR THIRD PARTY: LINKED SERVICES;THIRD PARTY SITES; AND ADVISORS OR FROM ANY AW CONTENT OR USER CONTENT OR CONTENT POSTED ON OR THROUGH OUR SITES OR THIRD PARTY LINKED SERVICES;THIRD PARTY SITES, OR FROM THE CONDUCT OF ANY USERS OF OUR SITES, WHETHER ONLINE OR OFFLINE.
OUR SITES AND THIRD PARTY LINKED SERVICES ARE PROVIDED “AS-IS” AND AS AVAILABLE AND AW EXPRESSLY DISLCAIMS ANY WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, LACK OF VIRUSES, OR ACCURACY OR ANY RESPONSES OR RESULTS AND RELIABILITY OF THE CONTENT POSTED THROUGH OR IN CONNECTION WITH OUR SITES OR THIRD PARTY: LINKED SERVICES;THIRD PARTY SITES; ADVISORS TO THE MAXIMUM EXTENT PERMITTED BY LAW. AW MAKES NO WARRANTY THAT OUR SITES WILL MEET YOUR REQUIREMENTS OR THAT OUR SITES WILL PROVIDE UNINTERRUPTED, TIMELY, AND SECURE OR ERROR FREE USE. YOUR USE OF OUR SITES IS AT YOUR OWN RISK. FURTHER, NOTHING CONTAINED ON OR IN OUR SITES, INCLUSIVE OF ANY CONTENT, SHOULD BE TAKEN TO CONSTITUTE PROFESSIONAL ADVICE OR ANY FORMAL RECOMMENDATION AND AW CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF OUR SITES OR THIRD PARTY: LINKED SERVICES;THIRD PARTY SITES; ADVISORS.
10.2 Technical. AW assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, and any user communication. AW is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or third party providers, computer equipment, software, failure of any email due to technical problems or traffic congestion on the Internet or on any of our Sites or Third Party: Linked Services; Third Party Sites or any combination thereof, including, without limitation, any injury or damage to users or to any person’s computer related to or resulting from participation or downloading materials in connection with our Sites or Third Party: Linked Services; Third Party Sites.
10.3 Limitation of Liability. IN NO EVENT SHALL AW OR ITS INDEMNITEES; OR THE AW BOARD; STAFF; INDEPENDENT CONTRACTORS AND AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT OR INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFIT DAMAGES ARISING FROM YOUR USE OF OUR SITES OR THIRD PARTY: LINKED SERVICES;THIRD PARTY SITES, ADVISORS EVEN IF AW HAS BEEN ADVISED OF THE POSSIBIILITY OF SUCH DAMAGES.
10.4 Release. YOU HEREBY AGREE TO COMPLETELY RELEASE AW AND ITS INDEMNITEES; THE AW BOARD; STAFF; INDEPENDENT CONTRACTORS AND AGENTS FROM ALL CLAIMS, JUDGMENTS, DEMANDS, LIABILITIES, AND ACTIONS THAT YOU MAY HAVE ARISING OUT OF OR IN ANY WAY RELATING TO THIS TERMS OF SERVICE AGREEMENT YOUR MEMBERSHIP; AND/OR YOUR USE, AND/OR PARTICIPATION IN OUR SITES AND/OR YOUR USE AND PARTICIPATION IN THIRD PARTY: LINKED SERVICES;THIRD PARTY SITES; ADVISORS.
10.5 Indemnity. You agree to indemnify, defend and hold harmless AcademyWomen, our licensors, vendors, partners and sponsors, and each of our and their respective officers, directors, sponsors, staff; employees, independent and sub-contractors, agents, and representatives, (collectively, "Indemnities") from and against any and all claims, disputes, demands, proceedings, cause of action, judgments, damages, liabilities, losses, costs or expense (including, but not limited to reasonable attorneys’ fees) of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed (collectively, “Claims”) which may arise out of or are in any way connected with your access, visitation, and/or registration as a member and user of our Sites, your User Content and/or Content,unauthorized use of AW Content obtained on or through our Sites, breach or alleged breach of this Terms of Service Agreement, or from any of your acts or omissions in connection with the AW Website.
11.1 Term.Except for termination as described in Section 11.2 below, this Terms of Service Agreement and any posted revisions shall remain in full force and effect as long as you use and access our Sites, and/or participate as a member in the services or activities provided on or through our Sites.
11.2 Termination. If you breach, violate, fail to follow, or act inconsistently with the rules, restrictions, limitations, terms and/or conditions that apply to our Sites, whether listed in this Terms of Service Agreement, posted at various points in or on our Sites, or otherwise communicated to users of our Sites (collectively, the "Agreements"), we may terminate, discontinue, suspend, and/or restrict your account/profile, your ability to access, visit, and/or use our Sites or any portion thereof, , including without limitation any of our purported obligations hereunder, with or without notice, in addition to our other remedies. In addition, we may curtail, restrict, or refuse to provide you with any future access, visitation, and/or use of our Sites. We reserve the right, in addition to our other remedies, to take any technical, legal, and/or other action(s) that we deem necessary and/or appropriate, with or without notice, to prevent violations and enforce this Terms of Service Agreement and remediate any purported violations. You acknowledge and agree that we have the right hereunder to an injunction without posting a bond to stop or prevent a breach or violation of your obligations under the Agreements, and specifically this Terms of Service Agreement.
Even if (i) your ability to access, visit and/or use our Sites or any portion thereof, and/or (ii) this Terms of Service Agreement is: terminated, discontinued, suspended or restricted by us, we have no obligation to (but we may in our discretion) remove any User Content and/or Content and therefore copies of all information with regard to your account/profile and/or User Content and/or Content you may have posted, uploaded, transmitted, sent or otherwise made available on or through our Sites. The foregoing notwithstanding, this User Content or Content or account/profile information may be retained and/or remain viewable by us, our licensors, vendors, partners, sponsors, AW Services providers and/or other third parties, including other users. Nevertheless, we have no obligation to retain, store, or provide you with any information with regard to your account/profile as a member or for contact purposes and/or User Content and/or Content you may have posted, uploaded, transmitted, sent or otherwise made available on or through our Sites. All provisions of this Terms of Service that by their nature under law survive shall survive the termination or expiration of this Terms of Service and/or your account/profile.
12. Communications to You. The communications between you and us usually use electronic means, whether you access, visit or use our Sites, send us messages, or whether we post notices on our Sites or communicate with you via messaging. For contractual purposes, you (a) consent to receive communications from us, such as transactional or relationship messages, in electronic form; and (b) you agree that all notices, documents, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. Your consent to receive communications and do business electronically and your agreement to do so apply to all of your interactions and transactions with us and you may not be able to opt out of receiving them without ceasing to be a user of our Sites.
13. Governing Law. our Sites are based in the United States and are not designed, customized or intended for, or directed to, any other country. Those in other countries who choose to access, visit and/or register and use our Sites do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. We make no representation, warranty or guarantee that our Sites, Third Party: Linked Services: Third Party Sites and/or content available on or through our Sites are appropriate, available, or legal in any particular geographic location; and;
You agree that, regardless of where you access, visit and/or register and use our Sites, all issues concerning the construction, validity, interpretation and enforceability of this Terms of Service Agreement be governed by, and construed in accordance with, the laws of the state of California, without regard to its conflict of law provisions. You and AW agree to submit to the exclusive jurisdiction of the courts located within the State of California to resolve any dispute arising out of this Terms of Service Agreement or the Agreements or our Sites.
If for any reason a court of competent jurisdiction finds any provision of this Terms of Service Agreement, or portion thereof, to be invalid or unenforceable, that provision or portion will be enforced to the maxshall imum extent permissible so as to effect the intent of the parties, and the remainder of this Terms of Service Agreement will continue to be valid and enforceable in full force and effect.
14.1 Entire Agreement. This Terms of Service Agreement and the rules, restrictions, limitations, terms and conditions that apply to our Sites, whether listed in this Terms of Service Agreement, posted at various points in our Sites, or otherwise communicated to you, constitutes the agreement and entire understanding between the parties, and supersedes prior agreements between the parties, whether oral or written, with respect to the subject matter hereof. Unless explicitly stated in writing by us, any new or additional features, functionality, or AW Content that augment or enhance our Sites, including the release of updates, upgrades, new products and/or services, shall be subject to the terms and conditions of this Terms of Service Agreement.
14.2 No Waiver. Any delay or failure by us to exercise or enforce any right or provision of this Terms of Service Agreement will not constitute a waiver of such right or provision. No waiver by us shall have effect unless such waiver is set forth in writing, signed by us; nor shall any such waiver of any breach or default constitute a waiver of any subsequent breach or default.
14.3 Sub-license/Assignment.We may sub-license, transfer, sell or assign this Terms of Service Agreement, and/or any of our purported obligations hereunder, at any time to any person or entity, with or without notice. You may not sub-license, transfer, sell, or assign this Terms of Service Agreement at any time to any person or entity, and any attempt to do so will be null and void.
Please contact the President of AcademyWomen via email at email@example.com with any questions regarding this Terms of Service Agreement.
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