Last modified September 26, 2009
TERMS OF USE AGREEMENT
This is the official Terms of Use Agreement ("Agreement") for www.charterforcompassion.org ("Site," "we," "us," or "our"), an Internet website offered in cooperation or connection with TED Conferences LLC (“TED”). This Agreement governs only the content, features, and activities related to this Site and does not cover websites for any other company, unless otherwise specifically stated herein.
PLEASE READ THESE TERMS OF USE CAREFULLY BECAUSE THEY DESCRIBE YOUR RIGHTS AND RESPONSIBILITIES. BY USING THE SITE OR BY CLICKING, CHECKING OR INDICATING YOUR ACCEPTANCE OF THESE TERMS, YOU SIGNIFY YOUR AGREEMENT TO THESE TERMS OF USE. IF YOU DO NOT AGREE TO THESE TERMS OF USE, PLEASE DISCONTINUE USING THE SITE IMMEDIATELY.
These terms and conditions regarding your use of the Site constitute a legally binding agreement between you and the Site and TED. In this Agreement, the term "Site" includes all websites and web pages within the Site as well as any equivalent, mirror, redirects, replacement, substitute or backup websites and web pages that are associated with the Site. By using this Site, you understand, acknowledge and agree that you will abide by the terms of this Agreement and any additional terms that govern certain content, technology, products, activities and services presented in connection therewith, including, without limitation, social networking/viral tools, contests, challenges, sweepstakes, polls, voting, campaigns, fundraising, award programs, membership groups, email and electronic correspondence/postings or otherwise (“Additional Terms”). The Site's Additional Terms and Privacy Policy are hereby deemed incorporated into and form a part of this Agreement by reference. This Agreement will remain in full force and effect as long as you are a user of the Site and in the event of any termination of any membership, service, activity, technology or feature, you will still be bound by your obligations under this Agreement, the Privacy Policy, and any Additional Terms, including, without limitation, any indemnifications, warranties and limitations of liability.
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.
1. REGISTRATION
We may require each user to have a unique user name and password combination in order to access and use certain features or functions of the Site, and may also, from time to time, provide users with additional codes or passwords necessary to access and use certain features or functions of the Site. Please read our Privacy Policy, which describes the personally identifiable information ("Personal Information") we collect, use, disclose, manage and store. As part of the registration process for the feature or function, you will choose a user name and password (or we may assign an initial password which we will give you the option to change). Your user name and password are personal to you and you may not allow any others to use your user name or password under any circumstances. We are not liable for any harm caused or related to the theft or misappropriation of your user name or password, disclosure of your user name or password, or your authorization of anyone else to use your user name or password. You agree to immediately notify us if you become aware of or believe there is or may have been any unauthorized use of (or activity using) your user name or password or any other need to deactivate your user name or password due to security concerns.
2. MODIFICATIONS
We reserve the right, at any time and from time to time, for any reason in our sole discretion, to change the terms of this Agreement. We will post or display notices of material changes on the Site and we may also e-mail you about these changes. Once we post them on the Site, these changes become effective immediately and if you use the Site after they become effective it will signify your agreement to be bound by the changes. You should check back frequently and review the terms and conditions of this Agreement regularly so you are aware of the most current rights and obligations that apply to you and the terms and conditions of your agreement with us.
3. 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, including, without limitation, any Postings (as defined in Section 5 below). 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, abusive, contrary to the spirit of the Site, 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, partnering, participating or becoming a service provider 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 posting 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, 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 to 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 or 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.
4. OWNERSHIP OF INTELLECTUAL PROPERTY
The contents of this Site, including all Site software, data, resources, technology, functionality, features, designs, 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 TED and/or its affiliates, and any of their successors and assigns, and any of their respective licensors, Partners (as defined in Section 8), 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. The Site is to be used solely for your noncommercial, non-exclusive, non-assignable, non-transferable and limited personal use 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 unless permitted by TED or its owner if TED is not the owner. Any unauthorized or prohibited use of any Material may subject you to civil liability, criminal prosecution, or both, under applicable federal, state, local or international laws. We require users to respect our copyrights, trademarks, and other intellectual property rights. We likewise respect the intellectual property of others.
5. POSTINGS
A. Portions of this Site may provide you and other users, through the use of certain features and functionality, an opportunity to participate in forum services, blogs, communities, event pages, groups and other message and communication features and may provide you with the opportunity to submit, upload, post, display, transmit, download and/or exchange information, ideas, opinions, photographs, writings, spoken statements, documentation, audio, video, audio-visual works, slides, portraits, caricatures, likenesses, computer graphics and visual assets, and other information, messages, transmissions or materials to us, the Site or other users ("Post" or "Postings"). You understand, acknowledge and agree that such Postings are the sole responsibility of the person from which such Postings originated. This means that you, the user, and not this Site, are entirely responsible for the consequences of all Postings that you upload, post, email, transmit or otherwise make available on, in connection with, through or via the Site.
B. Postings do not reflect the views of the Site, TED or any of their affiliates. We do not monitor, endorse, edit or screen any Postings, although we reserve the right to do so, nor shall we be liable for any Posting that is in violation of this Agreement. In no event shall the Site, TED or any of their affiliates have or be construed to have any responsibility or liability for or in connection with any Posting whatsoever; however, if we determine, in our sole discretion and judgment, that any Posting 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 Postings; (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.
C. If a Posting originates from you or your account, you hereby understand, acknowledge and agree that: (a) you are placing the Posting in the public domain without the reservation of any rights or further control over the Posting or its use; (b) you specifically grant the Site, TED and their affiliates, the unrestricted, unconditional, worldwide, irrevocable, perpetual and royalty free right, license, authorization and permission, to host, store, maintain, use, reproduce, distribute, display, exhibit, perform, publish, transmit, modify, adapt, translate, enhance, and exploit all or any portion of your Posting on the Site and via any other distribution platforms or media, whether currently existing or existing or developed in the future owned or controlled by TED or any of its affiliates, for any purpose, including, but not limited to, promotional purposes, without accounting, notification, credit or other obligation to you; (c) you represent and warrant that (i) the Posting is original to you or fully cleared for use as contemplated herein, (ii) the Posting does and will not, in any way, violate or breach any of the terms of this Agreement and was produced in compliance with all applicable laws, rules and regulations, (iii) the Posting does not contain libelous, tortious, or otherwise unlawful information, infringe or violate any intellectual, proprietary or other right of any third party, (iv) the Posting is not obscene or in any other manner unlawful, and (v) we shall not be required to pay or incur any sums to any person or entity as a result of our use of the Posting as permitted herein, (d) if your Posting incorporates the name, logo, brand, service or trademark, [voice], likeness or image of any person, firm or enterprise, you specifically represent and warrant that you have the right to place such Posting in the public domain and grant the Site, TED and their affiliates the right to use such Posting as described above, (e) that we have the right to delete, re-format and/or change your Postings in any manner that we may determine; and (f) you hereby release the Site, TED and their affiliates from any and all claims of any rights, encumbrances, liens, claims, demands, actions or suits which you may or can have in connection with your Posting, including, without limitation, any and all liability for any use or nonuse of the your Posting, claims for defamation, libel, slander, invasion of privacy, right of publicity, emotional distress or economic loss. You also forever waive and relinquish all moral rights or droit moral now or hereafter recognized in connection with your Posting and the rights granted to the Site, TED and their affiliates hereunder.
D. Except for the licenses, authorizations, consents and rights granted hereunder and described in this Agreement, TED acquires no title or ownership rights in or to any Postings and nothing in this Agreement conveys to us any ownership rights in your Posting. The Site and Ted are acting only as a host, bulletin board or conduit for Postings, with all of the specific rights granted by you hereunder.
E. The amount of storage space on the Site per user is limited. Some Postings may not be processed due to space constraints or outbound message limitations. You understand, acknowledge and agree that we assume no responsibility for deletion of Postings or any failure to store, receive or deliver Postings in a timely manner or any other matter relating to Postings.
F. If you believe that any content on the Site (including, without limitation, Postings) violates any of the terms of this Agreement, please send us an email at HYPERLINK "mailto:touviolation@charterforcompassion.org" touviolation@charterforcompassion.org. We cannot guarantee that we will respond to your message and we reserve the right to take or refrain from taking any or all steps available to us once we receive any such message.
6. CLAIMS OF COPYRIGHT INFRINGEMENT
On notice, we will act expeditiously to remove content on the Site that infringes the copyright rights of others and will disable the access to the Site and its services, as determined in our sole discretion, of anyone who uses them to repeatedly to infringe the intellectual property rights of others.
Pursuant to Title 17, United States Code, Section 512(c)(2), all notifications of claimed copyright infringement on this Site should be sent ONLY to our Designated Agent.
NOTE: THE FOLLOWING INFORMATION IS PROVIDED SOLELY FOR NOTIFYING THE SERVICE PROVIDERS REFERENCED BELOW THAT YOUR COPYRIGHTED MATERIAL MAY HAVE BEEN INFRINGED. DO NOT SEND ANY INQUIRIES UNRELATED TO COPYRIGHT INFRINGEMENT (E.G., REQUESTS FOR TECHNICAL ASSISTANCE OR CUSTOMER SERVICE, REPORTS OR E-MAIL ABUSE, ETC.) TO THE CONTACT LISTED BELOW. YOU WILL NOT RECEIVE A RESPONSE IF SENT TO THAT CONTACT.
WE CAUTION YOU THAT UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO HEAVY CIVIL PENALTIES. THESE INCLUDE MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS FEES INCURRED BY US, BY ANY COPYRIGHT OWNER, OR BY ANY COPYRIGHT OWNER'S LICENSEE THAT IS INJURED AS A RESULT OF OUR RELYING UPON YOUR MISREPRESENTATION. YOU MAY ALSO BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY.
Written notification must be submitted to the following Designated Agent:
Service Provider(s): TED Conferences LLC
Name of Agent Designated to Receive Notification of Claimed Infringement:
Casson Rosenblatt
Full Address of Designated Agent to Which Notification Should be Sent:
TED Prize
55 Vandam Street
New York, NY 10013
Telephone Number of Designated Agent:
212.346.9333
Facsimile Number of Designated Agent:
212.227.6397
Email Address of Designated Agent:
Under Title 17, United States Code, Section 512(c)(3)(A), the Notification of Claimed Infringement must include the following:
(1) An electronic or physical signature of the owner or of the person authorized to act on behalf of the owner of the copyright interest;
(2) Identification of the copyrighted work (or works) that you claim has been infringed;
(3) A description of the material that you claim is infringing, and the location where the original or an authorized copy of the copyrighted work exists (for example, the URL of the page of the website where it is lawfully posted; the name, edition and pages of a book from which an excerpt was copied, etc.);
(4) A clear description of where the infringing material is located on our website, including as applicable its URL, so that we can locate the material;
(5) Your name, address, telephone number, and e-mail address;
(6) A statement that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
(7) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
7. 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 going to the account settings page or other designated page, entering your user name and password, and then selecting the "Close My Account" or other similarly designated option. 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.
8. PROMOTIONS/LINKS TO THIRD PARTY SITES
A. 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 "Partners"), such as our promotional partners, sponsors or advertisers as a result of your use of the Site. All such communication, interaction and participation is strictly and solely between you and such Partners 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 Partners or any goods or services you may purchase or obtain from any Partner).
B. The appearance, availability, or your use of URLs or hyperlinks referenced or included anywhere on the Site or any other form of link or re-direction of your connection to, with or through the Site, does not constitute an endorsement by, nor does it incur any obligation, responsibility or liability on the part of the Site, TED or their affiliates, any of their successors and assigns, and any of their respective officers, directors, employees, agents, representatives, licensors, Partners, suppliers, and operational service providers. We do not verify, endorse, or have any responsibility for, any such third party sites, their business practices (including their privacy policies), or any goods, materials or services associated with or obtained in connection with any such site. If any third party site obtains or collects Personal Information from you, in no event shall we assume or have any responsibility or liability.
9. DISCLAIMER AND LIMITATIONS OF LIABILITY
THIS SITE, AND ALL MATERIALS (AS DEFINED IN SECTION 4), PRODUCTS, SERVICES, TECHNOLOGY, AND POSTINGS 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, SERVICES, MATERIAL 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, Postings and Materials associated with your use of the Site.
YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THIS SITE, TED AND ANY OF THEIR 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.
You further understand and acknowledge the capacity of the Site, in the aggregate and for each user, is limited. Consequently some messages and transmissions, including, without limitation, Postings, 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 TED and its affiliates assume no liability, responsibility or obligation to transmit, process, store, receive or deliver transactions or Postings or for any failure or delay associated with any Postings and you are hereby expressly advised not to rely upon the timeliness or performance of the Site for any transactions or Postings. 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.
10. INDEMNIFICATION
You agree to indemnify, defend and hold the Site and TED, and any of their affiliates, or any of their successors and assigns, and any of their respective officers, directors, employees, agents, representatives, licensors, Partners, 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 or arising in connection with (i) any breach or violation of this Agreement by you, (ii) your use of the Site and your account, or (iii) the public posting and use of your Postings. TED and its affiliates reserve the right to assume, at their 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 TED and its affiliates in the defense of any such claim, action, settlement or compromise negotiations, as requested by TED or its affiliates.
11. PRIVACY
We respect your privacy and the use and protection of your Personal Information. Please see our Privacy Policy, for important information and disclosures relating to the collection and use of your Personal Information in connection with your use of the Site.
12. APPLICABLE LAW; MISCELLANEOUS TERMS
This Agreement, together with any Additional Terms, our Privacy Policy and any other regulations, procedures and policies which we refer to and which are hereby incorporated by reference, contains the entire understanding and agreement between you and the Site and supersedes any and all prior or inconsistent understandings relating to the Site and your use of the Site. This Agreement cannot be changed or terminated orally. If any provision of this Agreement is held to be illegal, invalid or unenforceable, this will not affect any other provisions and the Agreement will be deemed amended to the extent necessary to make it legal, valid and enforceable. Any provision which must survive in order to allow us to enforce its meaning shall survive the termination of this Agreement; however, no action arising out of this Agreement or your use of the Site, regardless of form or the basis of the claim, may be brought by you more than one (1) year after the cause of action has arisen (or if multiple causes, from the date the first such cause arose).
This Agreement and your use of the Site is governed by, construed and enforced in accordance with the internal substantive laws of the State of New York (notwithstanding the State's conflict of laws provisions) applicable to contracts made, executed and wholly performed in New York, and, for the purposes of any and all legal or equitable actions, you specifically agree and submit to the exclusive jurisdiction and venue of the State and Federal Courts situated in the State and County of New York and agree you will not object to such jurisdiction or venue on the grounds of lack of personal jurisdiction, forum non conveniens or otherwise. To the extent it may be applicable, you agree to opt out from and expressly exclude any applicability of the Uniform Computer Information Transactions Act. IN ANY ACTION OR PROCEEDING COMMENCED TO ENFORCE ANY RIGHT OR OBLIGATION OF THE PARTIES UNDER THIS AGREEMENT, YOUR USE OF THE SITE OR WITH RESPECT TO THE SUBJECT MATTER HEREOF, YOU HEREBY WAIVE ANY RIGHT YOU MAY NOW HAVE OR HEREAFTER POSSESS TO A TRIAL BY JURY.
Copyright © 2009 TED Conferences LLC. All Rights Reserved.