cabi WEB SITE TERMS AND CONDITIONS OF USE AGREEMENT
This Site is offered and made available only to users 13 years of age or older who reside in the United States of America, its territories and possessions (“U.S.”) and certain features on this Site (including, but not limited to, user registration and newsletter signups) may be subject to heightened age and/or other eligibility requirements. If you are not yet 13 years old or the required greater age for certain features, do not reside in the U.S. and/or do not meet any other eligibility requirements, please discontinue using the Site immediately or, if for any reason, you do not agree with all of the terms and conditions contained in this Agreement, please discontinue using the Site immediately, because by using or attempting to use the Site, you certify that you are at least 13 years of age or other required greater age for certain features and meet any other eligibility and residency requirements of the Site.
The words “use” or “using” in this Agreement, means any time an individual (a “user”), directly or indirectly, with or without the aid of a machine or device, does or attempts to access, interact with, use, display, view, print or copy from the Site, transmit, receive or exchange data or communicate with the Site, or in any way utilizes, benefits, takes advantage of or interacts with any function, service or feature of the Site, for any purpose whatsoever. This Agreement does not cover your rights or responsibilities with respect to third party content or sites or any links that may direct your browser or your connection to third party sites or pages. This is the entire and exclusive Agreement between you and us regarding use of the Site and it cannot be modified, except as specifically described below in Section 2.
3. OWNERSHIP OF INTELLECTUAL PROPERTY
The contents of this Site, including all Site software, design, text, images, photographs, illustrations, audio and video material, artwork, graphic material, databases, proprietary information and all copyrightable or otherwise legally protectable elements of the Site, including, without limitation, the selection, sequence and ‘look and feel’ and arrangement of items, and all trademarks, service marks and trade names (individually and/or collectively, “Material”), are the property of cabi, and their Affiliates, and any of their successors and assigns, and any of their respective licensors, Advertisers (as defined below), suppliers, and operational service providers, and are legally protected, without limitation, under U.S. Federal and State, as well as applicable foreign laws, regulations and treaties. Unless the context clearly requires otherwise or we explicitly say so in writing, the term “Site” includes “Material” as well.
4. LIMITED LICENSE FOR PERSONAL AND NON-COMMERCIAL USE ONLY
The Site is to be used solely for your personal, noncommercial, non-exclusive, non-assignable, and non-transferable and for no other purposes. You must not alter, delete or conceal any copyright or other notices contained on the Site, including notices on any Material you download, transmit, display, print or reproduce from the Site. You shall not, nor will you allow any third party (whether or not for your benefit) to reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party (including, without limitation, on or via a third party website), or otherwise use, any Material without the express prior written consent of cabi or its affiliates. Any unauthorized or prohibited use of any Material may subject you to civil liability, criminal prosecution, or both, under applicable federal, state and local laws.
You agree not to use this Site or its contents for any illegal or prohibited purpose, or in any manner that could damage, disable, overburden or impair the Site, Content or any of cabi’s servers, or interfere with any other party’s use of the Site or Content. You agree that you shall not attempt to gain any unauthorized access to the Site or Content, through password mining, hacking or any other means, or harvest or otherwise collect information about others, including e-mail addresses. You further agree that you will not attempt to obtain any Content not intentionally made available to them at this Site. You shall not upload any files that contain Trojan horses, viruses, cancelbots, corrupted files, worms, or other programs or software that may damage or interrupt the websites, computers or software of cabi or other users.
5. COPYRIGHT AND TRADEMARK
You are required to respect our copyrights, trademarks, and other intellectual property rights. cabi also respect the intellectual property of others. On notice, we will immediately attempt to remove content on the Site that infringes the copyright rights of others and will disable the access to the Site and its services of anyone who uses them to repeatedly to infringe the intellectual property rights of others. If you believe that the Site contains elements that infringe your or another person’s copyrights in your or his/her work, please contact us.
From time to time, you may communicate with, receive communications from, be re-directed to, interact with, or participate in or use the services or obtain goods and services of or from, third parties (collectively, the “Advertisers”) such as our advertisers, sponsors, or promotional partners as a result of your use of the Site. All such communication, interaction and participation is strictly and solely between you and such Advertisers and we shall not be responsible or liable to you in any way in connection with these activities or transactions (including, without limitation, any representations, warranties, covenants, contracts or other terms or conditions that may exist between you and the Advertiser or any goods or services you may purchase or obtain from any Advertiser).
7. RULES OF CONDUCT
Your use of the Site is subject to all applicable local, state, national laws and regulations and, in some cases, international treaties. You are solely responsible for all activities, acts and omissions that occur in, from, through or under your user name or password. You shall not use, allow, or enable others to use the Site, or knowingly condone use of this Site by others, in any manner that is, attempts to, or is likely to:
• Be libelous, defamatory, indecent, vulgar or obscene, pornographic, sexually explicit or sexually suggestive, racially, culturally, or ethnically offensive, harmful, harassing, intimidating, threatening, hateful, objectionable, discriminatory, or abusive, or which may or may appear to impersonate anyone else;
• Affect us adversely or reflect negatively on us, the Site, our goodwill, name or reputation or cause duress, distress or discomfort to us or anyone else, or discourage any person, firm or enterprise from using all or any portion, features or functions of the Site, or from advertising, linking or becoming a supplier to us in connection with the Site;
• Send or result in the transmission of junk e-mail, chain letters, duplicative or unsolicited messages, or so-called “spamming” and “phishing”;
• Be used for commercial or business purposes, including, without limitation, advertising, marketing or offering goods or services, whether or not for financial or any other form of compensation or through linking with any other website or web pages;
• Transmit, distribute or upload programs or material that contain malicious code, such as viruses, timebombs, cancelbots, worms, trojan horses, spyware, or other potentially harmful programs or other material or information;
• Forge any TCP/IP packet header or part of the header information in any email or newsgroup Posting or Submission for any reason;
• Violate any laws, regulations (including, without limitation, laws regarding the transmission of technical data or software exported from the United States), judicial or governmental order or any treaties, or violate or infringe upon any intellectual property rights, rights of publicity or privacy or any other rights of ours or of any other person, firm or enterprise; gain unauthorized access to the Site, other users’ accounts, names, passwords, personally identifiable information or other computers, websites or pages, connected or linked to the Site or use the Site in any manner which violates or is inconsistent with the terms and conditions of this Agreement;
• Modify, disrupt, impair, alter or interfere with the use, features, functions, operation or maintenance of the Site or the rights of use and enjoyment of the Site by any other person, firm or enterprise; or
• Collect, obtain, compile, gather, transmit, reproduce, delete, revise, view or display any material or information, whether personally identifiable or not, posted by or concerning any other person, firm or enterprise, in connection with their or your use of the Site, unless you have obtained the express, prior permission of such other person, firm or enterprise to do so.
8. POSTING OR SUBMISSIONS AND SUBMISSION
Your comments, suggestions and information are important to us. Portions of this Site may provide you and other users an opportunity to participate in forum services, blogs, web communities and other message and communication facilities (“Communities”) and may provide you with the opportunity, through such Communities or otherwise, to submit, post, display, transmit and/or exchange (a) information, ideas, opinions, messages or other information (“Post” or “Posting or Submissions”) and (b) User Content or blogs. You understand, acknowledge and agree that such Posting or Submissions are the sole responsibility of the person from which such Posting or Submissions originated. This means that you are solely and entirely responsible for the consequences of all Posting or Submissions that you upload, post, email, transmit or otherwise make available via the Site. Posting or Submissions do not reflect the views of the Site, the CABI Channel, cabi or the Affiliates. We reserve the right to monitor, edit or screen any Posting or Submissions. If we determine, in our sole discretion and judgment, that any Posting or Submission does or may violate any of the terms of this Agreement, we reserve the right, at any time and without limiting any and all other rights we may have under this Agreement, at law or in equity, to: (a) refuse to allow you to Post; (b) remove and delete Posting or Submissions; (c) revoke your right to use the Site; and/or (d) use any technological, legal, operational or other means available to us to enforce the provisions of this Agreement, including, without limitation, blocking specific IP addresses or deactivating your registration on the Site.
If a Posting or Submission originates from you or your account, you hereby agree that: (a) you specifically authorize the Site, cabi and its Affiliates to use such Posting or Submission in whole or in part, throughout the universe, in perpetuity in or on any and all media, now known or hereafter devised, and alone or together with or as part of other information, content and/or material of any kind or nature; (b) you represent and warrant that (i) the Posting or Submission is original to you and/or fully cleared for use as contemplated herein, (ii) the Posting or Submission does and will not, in any way, violate or breach any of the terms of this Agreement, (iii) the Posting or Submission does not contain libelous, tortious, or otherwise unlawful information, infringe or violate any copyright or other right, or contain any matter the publication or sale of which will violate any federal or state statute or regulation, (iv) the Posting or Submission is not obscene or in any other manner unlawful, (v) the Posting or Submission shall not be injurious to the health of any user, and (vi) we shall not be required to pay or incur any sums to any person or entity as a result of our use or exploitation of the Posting or Submission; and (c) if your Posting or Submission incorporates the name, logo, brand, service or trademark, voice, likeness or image of any person, firm or enterprise, you specifically represent and warrant that (i) you have the right to grant the Site, cabi and its Affiliates the right to use all such Posting or Submissions as described above, (ii) the Posting or Submission was produced in compliance with all applicable laws and regulations and (iii) for any User Content Posting or Submission that contains original videos, you will comply with any applicable identification verification and record-keeping requirements, and you will secure and maintain the requisite personal information and identification documentation for all individuals who appear in any such original videos, as may be required by law and/or otherwise requested or required by us in connection with our corporate compliance policies and practices, which includes (y) the individual’s full legal name, current address, date of birth and (z) a legible photocopy of a valid government-issued identification document (e.g., a U.S. passport, state driver’s license or valid photo ID card) to verify the individual’s identity. With the submission of each such Posting or Submission, CABI, cabi and the Affiliates reserve the right to request that you, and upon such request you must, deliver a full and complete set of such identification verification records to us, as well as a legible photocopy of your valid driver’s license, passport or other acceptable government-issued photo identification for our verification and record-keeping purposes.
You understand, acknowledge and agree that cabi has the right to remove, delete, re-format and/or change your Posting or Submissions in any manner that we may determine (although you will not be responsible for any such changes made).
The amount of storage space on the Site per user is limited. Some Posting or Submissions may not be processed due to space constraints or outbound message limitations. You understand, acknowledge and agree that cabi assumes no responsibility for the removal or deletion of any Posting or Submissions or any failure to store, receive or deliver any Posting or Submissions in a timely manner or any other matter relating to any Posting or Submissions.
Posting or Submission is for noncommercial purposes only and you may not Post in any manner which does or is intended to promote or generate revenue for any other business enterprise or commercial activity not related or concerning cabi.
If you believe that any content on the Site (including, without limitation, Posting or Submissions) violates any of the terms of this Agreement (except for any notices covered by the Copyright Compliance Policy), please click here to send us a message about it or you may contact us at email@example.com. cabi cannot guarantee that it will respond to your message and cabi reserves the right to take or refrain from taking any or all steps available to us once we receive any such message.
THE VIEWS AND OPINIONS EXPRESSED IN ANY POSTING OR SUBMISSION ARE THOSE OF THE AUTHORS AND DO NOT NECESSARILY REFLECT THE VIEWS AND OPINIONS OR POSITION OF CABI AND ITS AFFILIATES.
9. INFLUENCERS’ AND ENDORSERS’ SUBMISSION AND DISCLOSURE
Any person who is compensated in any way to be a spokesperson, endorser, or an influencer for or on behalf of cabi shall abide by 16 CFR Part 255, the Guides Concerning the Use of Endorsements and Testimonials in Advertising (“Guides”) issued by the Federal Trade Commission (“FTC”). Such persons are required to stay abreast of any new disclosure requirements promulgated by the FTC. cabi may exercise its authority to edit or delete any content that may be put forth without notice if it deems that such content violates the Guides or the terms of this Terms of Conditions of Use Agreement.
10. CONTESTS AND PROMOTIONS
cabi may conduct promotions on or through the Site, including, without limitation, contests and other forms of promotional activities (“Promotions”). Each Promotion may have Additional Terms and/or Rules which will be posted or otherwise made available to you and, for purposes of each Promotion, will be deemed incorporated into and form a part of this Agreement.
11. RSS FEEDS
The Site may provide Really Simple Syndication Feeds (“RSS Feeds”) consisting of selected text, audio, video, and photographic content (“Content”) from the Site that is provided over the Internet using an XML feed. Certain software and hardware is required for users to download and view and/or play Content through RSS Feeds.
Content is protected by U.S. Federal and State laws, and applicable foreign laws, regulations and treaties, and all rights in and to the Content are reserved to CABI or the content provider. Content is available for personal, noncommercial use only and you may download, copy and/or transfer to a Device or through a Device to another Device the RSS Feeds and associated Content for your personal, non-commercial use only. You shall not, nor will you allow any third party to, reproduce, modify, create derivative works of, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party, or otherwise use any Content except as expressly authorized in this Section. By your access to and use of RSS Feeds, you understand, acknowledge and agree that the Site, CABI and its Affiliates do not warrant that its RSS Feeds will operate on all user equipment.
12. HYPERLINKS TO CABI CONSULTANTS’ SITES; THIRD PARTY SITES
cabi only provides hyperlinks to its consultants’ websites, and cabi and its consultants are responsible for the content, information, and other material on the consultants’ hyperlinks.
13. DEACTIVATION/TERMINATION OF YOUR REGISTRATION OR USE
If you are registered to use the Site, you may deactivate your account on the Site, at any time and for any reason by following the instructions to deactivate your account. We may terminate your use of and registration on the Site, at any time and for any reason, with or without cause, without prior notice to you and without any liability or further obligation of any kind whatsoever to you or any other party.
14. DISCLAIMER AND LIMITATIONS OF LIABILITY
THIS SITE, AND ALL MATERIALS, PRODUCTS AND POSTING OR SUBMISSIONS ARE MADE AVAILABLE ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, OR ANY GUARANTY OR ASSURANCE THE SITE WILL BE AVAILABLE FOR USE, OR THAT ALL PRODUCTS, FEATURES, FUNCTIONS OR OPERATIONS WILL BE AVAILABLE OR PERFORM AS DESCRIBED. Without limiting the foregoing, we are not responsible or liable for any malicious code, delays, inaccuracies, errors, or omissions arising out of your use of the Site. You understand, acknowledge and agree that you are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security and validity of any and all features and functions of the Site, including, without limitation, Posting or Submissions and Materials associated with your use of the Site.
YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THIS SITE, CABI AND ITS AFFILIATES, OR THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, LICENSORS, OPERATIONAL SERVICE PROVIDERS, ADVERTISERS, OR SUPPLIERS, SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE, OF ANY KIND, DIRECT OR INDIRECT, IN CONNECTION WITH OR ARISING FROM USE OF THE SITE OR FROM THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES.
Notwithstanding any claim that a sole or exclusive remedy which is provided in this Agreement may or does fail of its essential purpose, you specifically acknowledge and agree that your sole and exclusive remedy for any loss or damage shall be to have cabi, upon written notice from you to us, attempt to repair, correct or replace any deficient goods or services under this Agreement and, if repair, correction or replacement is not reasonably commercially practicable for cabi, to refund any monies actually paid by you for the Products involved and to terminate and discontinue your use of the Site. You further understand and acknowledge the capacity of the Site, in the aggregate and for each user, is limited. Consequently some messages and transmissions may not be processed in a timely fashion or at all, and some features or functions may be restricted or delayed or become completely inoperable. As a result, you acknowledge and agree that cabi assume no liability, responsibility or obligation to transmit, process, store, receive or deliver transactions or Posting or Submissions or for any failure or delay associated with any Posting or Submissions and you are hereby expressly advised not to rely upon the timeliness or performance of the Site for any transactions or Posting or Submissions. Some jurisdictions do not allow for the exclusion of certain warranties or certain limitations on damages and remedies, accordingly some of the exclusions and limitations described in this Agreement may not apply to you.
You agree to indemnify, defend and hold the Site, cabi, and its Affiliates, or any of their successors and assigns, and any of their respective officers, directors, employees, agents, representatives, licensors, Advertisers, suppliers, and operational service providers harmless from and against any and all claims, actions, losses, expenses, damages and costs (including reasonable attorneys’ fees), resulting from any breach or violation of this Agreement by you, or public Posting or Submission of your Posting or Submissions.
cabi reserves the right to assume, at its sole expense, the exclusive defense and control of any such claim or action and all negotiations for settlement or compromise, and you agree to fully cooperate with cabi in the defense of any such claim, action, settlement or compromise negotiations, as requested by cabi.
16. ADS AND MALWARE
cabi will not be responsible for the effects of any third-party software including Malware , pop-ups, or ads on your computer system. Please make sure to carefully read the Help or Customer Support areas of any software download site. If you do discover any Malware on your system, cabi suggests that you speak with a qualified computer technician. If, after taking the above actions, you are still experiencing any problems, please feel free to contact us at firstname.lastname@example.org.
18. MODIFICATION OF AGREEMENT
cabi reserves the right, in its sole discretion, to modify or revise this Agreement at any time without giving notice. You agree to be bound by any modification or revision of the Agreement upon electronic posting to the Site.
19. SUSPENSION OR TERMINATION OF ACCESS
cabi reserves the right, in its sole discretion, to suspend or terminate your access to the Site for any reason, including but not limited to, your breach of this Agreement.
20. RESERVATION OF RIGHTS
All rights not expressly granted or addressed herein are reserved by cabi.
21. CHOICE OF LAW; JURISDICTION AND VENUE
The validity and construction of this Agreement shall be governed by the laws of Los Angeles, California, without regard to conflict of laws principles which would require the application of the laws of another jurisdiction.
You and cabi both agree that any dispute over any terms of this Agreement hereunder shall be submitted for resolution by binding and final arbitration. Arbitration shall be administered by JAMS in accordance with the Streamlined Arbitration Rules and Procedures of JAMS as they exist on the date hereof (unless otherwise agreed by the parties hereto), applying the substantive internal laws of California, and judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction. The arbitration will be conducted in the English language in Los Angeles, California in accordance with the United States Arbitration Act. There shall be one arbitrator named in accordance with such rules. The arbitrator shall issue a written explanation of its decision. IN AGREEING TO ARBITRATION, BOTH PARTIES ACKNOWLEDGE THAT EACH PARTY IS GIVING UP THE RIGHT TO HAVE THE DISPUTE DECIDED IN A COURT OF LAW BEFORE A JUDGE OR JURY AND INSTEAD BOTH PARTIES ARE ACCEPTING THE USE OF ARBITRATION FOR RESOLUTION ADMINSTERED BY JAMS. The fees of the arbitrator will be paid initially equally by both you and cabi.
You and cabi and further agree that in the event that any dispute arises in any way relating to or arising out of this Agreement, the prevailing party in any arbitration or court proceeding will be entitled to recover an award of its reasonable attorney’s fees and costs.
22. OWNERSHIP OF SITE AND CONTENT
All rights, title and interest in and to the Site and Content belong solely and exclusively to cabi. The Site and the Content are protected by applicable federal, state and local laws, including but not limited to copyright and trademark laws.