Effective Date: December 8th, 2020
These Terms contain important provisions that limit our liability to you (see Section 11) and require you to resolve your disputes with us as an individual and not as part of a class or representative action, and without a jury trial (see Section 12).
By using the Site, you signify that you are of legal age in your place of residence and agree to these Terms. If you do not want to agree to these Terms, you must not access or use the Site.
- CHANGES TO THESE TERMS
We reserve the right to modify, update, or remove portions of these Terms. We will provide you notice if we do, and we agree that changes cannot be retroactive. If you do not agree to these changes, you cannot use the Site.
- CONSENT TO ELECTRONIC COMMUNICATIONS
You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. We may also send you promotional communications via email, including, but not limited to, newsletters, surveys, and other news and information we think will be of interest to you. You may opt out of receiving these promotional emails at any time by following the unsubscribe instructions provided therein.
- MOBILE SERVICE CHANGES
If you use the Site on a mobile device, or if you send or receive electronic communications to or from us on a mobile device, your wireless carrier may impose data and/or other charges, and you understand and agree that you will be solely responsible for any and all such charges from your wireless carrier.
To access certain areas of the Site, you will need to create and log in to your registered account (“Account”). By registering for or using this Account, you agree to (a) provide accurate, current and complete Account information, (b) maintain and promptly update, as necessary, your Account information, (c) maintain the security of your Account credentials, (d) be responsible for the acts or omissions of any third party who has authority to access or use the Site on your behalf, and (e) immediately notify us if you discover or otherwise suspect any security breaches related to the Site or your Account. You are fully responsible for all content submitted or uploaded to the Site from your Account credentials. You further understand and agree that Council may take actions we deem reasonably necessary to prevent, respond to, pursue or remedy suspected or actual fraud and abuse, including without limitation, termination or suspension of your Account.
- INTELLECTUAL PROPERTY RIGHTS
For purposes of these Terms, “Content” means all content, information, and material made available on or through the Site, including, without limitation, text, photos, images, graphics, animations, music, audios, videos, and software applications, whether or not downloadable, as well as all layout design and look and feel elements of the Site. Unless otherwise indicated in writing by us, all Content is the proprietary property of Council or our licensors or users, as applicable, and are protected by U.S. and international copyright laws.
Subject to your compliance with these Terms and applicable laws, we grant you a revocable, conditional, and limited license to access and use the Site and Content for your own lawful personal and noncommercial use only. This license is personal to you and is not transferable to others, and may be revoked and terminated by us at any time and for any reason (including, without limitation, if you violate these Terms or any applicable law). Any unauthorized use, copying, reproduction, or distribution of the Content is strictly prohibited and may result in civil and/or criminal liabilities. We reserve all rights not expressly granted herein.
Without limitation to the generality of the foregoing, if you download any Content, you understand and agree that you are only authorized to retain such downloaded Content for your own lawful personal and noncommercial use only and that you are not permitted to distribute (including by sale, lending, or otherwise), transfer, or otherwise disseminate such downloaded Content (or any derivative work thereof) to others.
Unless explicitly stated by us, nothing in these Terms shall be construed as conferring any right or license to any patent, trademark, copyright, or other proprietary rights of Council or any third party, whether by estoppel, implication, or otherwise. This license is revocable at any time.
The Council’s logo and any other Council product or service names, logos, or slogans that may appear on the Site are trademarks of Council and are protected by U.S. federal and state law. Except as specifically permitted by applicable laws, any unauthorized use of Council’s trademarks is strictly prohibited and may give rise to civil and/or criminal liabilities. Third party trademarks appearing on the Site are the property of their respective owners.
If you supply or transmit any Content via your Account or otherwise, you represent and warrant to us that you have the legal right necessary to grant us the license to use such Content, and that such material will not violate any law or the rights of any person or entity (including without limitation copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity). Any Content posted publicly or sent privately is the sole responsibility of the person that submitted it. Although Council reserves the right to review or remove all Content on the Site, we do not necessarily review all of it. As such, we do not take responsibility for any Content you provide through the Site.
- USER FEEDBACK
If you submit to us ideas, suggestions, comments, or other feedback concerning the Site or Content, whether solicited or unsolicited (“Feedback”), you understand and agree that:
- Council and our successors and assigns, will be free to copy and use your Feedback for any and all commercial and noncommercial purposes (including, without limitation, for marketing, advertising, and promotion);
- your Feedback submission is voluntary and consensual and is made without any condition or reservation of rights, including, without limitation, any condition of compensation, payment, credit, attribution, secrecy, or confidentiality;
- your Feedback submission does not give rise to any contractual, fiduciary, or confidential relationship of any kind (whether express or implied) between you and Council; and
- your Feedback submission may be used and retained indefinitely by Council and our successors and assigns.
- RESERVATION OF RIGHTS
We reserve the right to modify or discontinue all or any part of the Site at any time in our sole discretion, with or without notice. We will not be liable to you or to any other user, if for any reason all or any part of the Site becomes unavailable at any time or in any location. We also reserve the right to suspend or terminate your use of the Site, if we determine (in our sole judgment) that you are in violation of these Terms or any applicable law or that your use of the Site may expose us or any of our suppliers or partners to liability of any kind, or may adversely affect the brand or reputation of the Council.
- USER CONDUCT, PROHIBITED USER
You agree that you will not violate any law, contract, intellectual property, or other third party right or commit a tort, and that you are solely responsible for your conduct, while accessing or using the Site. You agree that you will abide by these Terms and will not:
- use the Site or Content (defined below) other than for your own lawful personal and noncommercial use only;
- engage in any harassing, threatening, intimidating, predatory, stalking, or other malicious conduct;
- use the Site in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Site or that could damage, disable, overburden, or impair the functioning of the Site in any manner;
- reverse engineer any aspect of the Site or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any Content, area, or code of the Site;
- attempt to circumvent any content-filtering techniques we employ or attempt to access any feature or area of the Site that you are not authorized to access;
- develop any third party applications that interact with Content or the Site without our prior written consent;
- use any robot, spider, crawler, scraper, script, browser extension, offline reader, or other automated means or interface not authorized by us to access the Site, extract data or otherwise interfere with or modify the rendering of pages or functionality; or
- use the Site for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms.
We reserve the right to terminate your use of the Site at any time, including for violations of the prohibitions in this Section 9. To help support our community, we encourage you to report or conduct that you believe violates your rights or our Terms and policies.
Your use of the Site or its Content is at your own risk. The Site and Content are provided to you “as is,” with all faults and defects and without warranties of any kind, either express or implied. To the maximum extent permitted under applicable law, we expressly disclaim all warranties, whether express, implied, statutory, or otherwise, with respect to the Site and Content, including all implied warranties of merchantability, absence of defects, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage, or trade practice. Without limitation to the foregoing, WE PROVIDE NO WARRANTY OR UNDERTAKING, AND MAKE NO REPRESENTATION OF ANY KIND that the Site or Content will:
- meet your requirements or achieve any intended results;
- be compatible or work with any other software, applications, systems, or services;
- operate without interruption;
- meet any performance or reliability standards; or
- be secure, error-free or that any errors or defects can or will be corrected.
You acknowledge and understand that transmitting your information using the internet and the Site is inherently risky, as the security of such transmission cannot be guaranteed and a breach, compromise, or other incident may occur notwithstanding reasonable precautions.
- INVESTMENT DISCLAIMER
Certain information set forth on this Site contains “forward-looking information.” Except for statements of historical fact, the information contained herein constitutes forward-looking statements. These statements are not guarantees of future performance. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause actual performance and results in future periods to differ materially from any projections of future performance or result expressed or implied by such forward-looking statements. Although forward-looking statements contained on this Site are based upon what management of the guardian and steward organizations believes are reasonable assumptions, there can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements.
Council does NOT provide investment advisory services or investment products in any manner or form. Nothing published by Council constitutes an investment recommendation, nor should any data or content published by Council be relied upon for any investment activities. Council provides no independent research or analysis to the substance of these statements. Council does not undertake any obligation to update forward-looking statements if circumstances or managements’ estimates or opinions should change except as required by applicable laws. Any Site user considering an investment should seek independent advice on the suitability or otherwise of the particular investment.
- LIMITATIONS OF LIABILITY; USER INDEMNITY
Under no circumstances and under no legal theory (whether in contract, tort, or otherwise) shall Council be liable to you or any third party for the following in connection with your use of the Site: (a) any indirect, incidental, exemplary, consequential, punitive, or other special categories of damages (including any loss of data, opportunities, reputation, profits, or revenues), even if advised of the possibility of such damages, or (b) any amount in excess of one hundred U.S. dollars ($100).
This Section 11 allocates the risks under these Terms between you and us, and we both have relied on these limitations in determining whether to enter into these Terms. Some jurisdictions do not allow the disclaimer or limitation of liability, which means that some of the above limitations may not apply to you. In these jurisdictions, our liability will be limited to the greatest extent permitted by law.
You agree to indemnity, defend, and hold us harmless from and against any and all claims, demands, actions, costs, liabilities, losses, and damages of any kind (including attorneys’ fees) (collectively, “Claims”) resulting from your breach of any provision of these Terms. Any such indemnification shall be conditioned on our (i) notifying you in writing of such Claim and (ii) reasonably cooperating with you in the defense or settlement thereof. We shall be entitled to participate in such defense at our own cost and expense.
- DISPUTE RESOLUTION; JURY WAIVER; CLASS ACTION WAIVER; LIMITATION ON TIME TO BRING AN ACTION
If a dispute arises between you and us, we strongly encourage you to contact us directly through our contact page to seek resolution of your dispute.
If you decide to bring an action against us, you agree:
- to resolve your disputes with us on an INDIVIDUAL BASIS;
- to WAIVE ANY RIGHT TO PURSUE ANY CLAIMS ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY; and
- to WAIVE YOUR RIGHT TO A JURY TRIAL on any disputes that may arise.
You agree that regardless of any statute or law to the contrary, any Claim or cause of action arising out of or related to the Site or any Content MUST BE FILED WITHIN ONE (1) YEAR after such Claim or cause of action arose, or such Claim or cause of action will be forever barred.
- GOVERNING LAW AND JURISDICTION
These Terms are governed by and construed and enforced in accordance with the internal laws of the U.S. State of New York without giving effect to the principles of conflicts of laws of such state and are binding upon the parties hereto in the United States and worldwide. You and Council agree to be subject to the jurisdiction of courts in the city of New York, New York.
- THIRD PARTY LINKS
The Site may contain links to other sites on the Internet that are owned or operated by third parties. Council makes no claim or representation regarding the quality, content, nature, or reliability of third party websites accessible by hyperlink from the Site or of websites linking to the Site. We provide these links solely as a convenience. Council is not responsible for the privacy practices or the content of any off-site pages or any other sites linked to the Site, whether or not they are affiliated with Council. The appearance of a link does not imply our endorsement, nor are we responsible for any content on a linked site. You access linked sites at your own risk.
Notwithstanding anything contained in these Terms, we reserve the right, without notice and in our sole discretion, to terminate your right to access or use the Site or your Account at any time and for any or no reason, and you acknowledge and agree that we shall have no liability or obligation to you in such event.
- GENERAL TERMS
If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and be enforceable. These Terms are the complete and exclusive statement of the terms and conditions governing your use of the Site, and they supersede and cancel all previous written and oral agreements, communications, and other understandings relating to the subject matter of these Terms. We may assign or transfer these Terms, in whole or in part, without restriction. You may not assign your rights or obligations under these Terms.