APPLICATION & INTERPRETATION
1.2 Any reference to an enactment includes reference to that enactment as amended or replaced from time to time and any subordinate legislation or bylaw made under that enactment.
1.3 Where the word “including” is used in this Agreement, it shall be understood as meaning “including without limitation”.
WEBSITE ACCESS AND USE, POSTING, AND RELEASE
4.3 You further acknowledge and agree to the following:
(a) You shall not submit any User Content protected by copyright, trademark, patent, trade secret, moral right, or other intellectual property, personal, contractual, proprietary or other third party right without the express permission of the owner of the respective right. You are solely liable for any damage resulting from your failure to obtain such permission or from any other harm resulting from User Content that you submit.
(b) You represent, warrant, and covenant that you will not submit any User Content that:
(i) Violates or infringes in any way upon the rights of others, including, but not limited to, any copyright, trademark, patent, trade secret, moral right, or other intellectual property, personal, contractual, proprietary or other third party right of any person or entity;
(ii) Impersonates another or is unlawful, threatening, abusive, libelous, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane,
(iii) Pornographic, lewd, lascivious, filthy, excessively violent, harassing or otherwise objectionable;
(iv) Encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law;
(v) Is an advertisement for goods or services or a solicitation of funds;
(vi) Includes personal information such as messages which identify phone numbers, social security numbers, account numbers, addresses, or employer references;
(vii) Contains a formula, instruction, or advice that could cause harm or injury;
(viii) Is a chain letter of any kind; or
(ix) The licensed use by us hereunder would result in us having any obligation or liability to any party.
Moreover, any conduct by a user that in the sole discretion of MIND+BALANCE MENTAL HEALTH CARE restricts or inhibits any other user from using or enjoying the Website will not be permitted.
(c) By submitting User Content to MIND+BALANCE MENTAL HEALTH CARE simultaneously with such posting you automatically grant, or warrant that the owner has expressly granted, to MIND+BALANCE MENTAL HEALTH CARE, a worldwide, royalty-free, perpetual, irrevocable, non-exclusive, fully sub licensable, and transferable right and license to use, record, sell, lease, reproduce, distribute, create derivative works based upon (including, without limitation, translations), publicly display, publicly perform, transmit, publish and otherwise exploit the User Content (in whole or in part) as MIND+BALANCE MENTAL HEALTH CARE, in our sole discretion, deem appropriate including, without limitation, (1) in connection with our business; and (2) in connection with the businesses of our successors, parents, subsidiaries, and their related companies. MIND+BALANCE MENTAL HEALTH CARE may exercise this grant in any format, media or technology now known or later developed for the full term of any copyright that may exist in such User Content. Furthermore, you also grant other users permission to access your User Content and to use, record, sell, lease, reproduce, distribute, create derivative works based upon, publicly display ,publicly perform, transmit, publish and otherwise exploit your User Content for personal, non-commercial use as permitted by the functionality of the Website and these Terms and Conditions. The granted rights include the right to configure, host, index, cache, digitize, compress, optimize, modify, edit, adapt, and remove such content and combine same with other materials. Furthermore, MIND+BALANCE MENTAL HEALTH CARE is free to use any ideas, concepts, know-how or techniques contained in any User Content you submit without any remuneration or obligation to you.
(d) By submitting User Content, you also grant MIND+BALANCE MENTAL HEALTH CAREthe right, but not the obligation to use your biographical information including, without limitation, your name and geographical location in connection with broadcast, print, online, or other use or publication of your User Content. Notwithstanding the foregoing, you waive any and all claims you may now or later have in any jurisdiction to so-called "moral rights" or rights of "droit moral" with respect to the User Content.
(e) MIND+BALANCE MENTAL HEALTH CARE reserves the right to display advertisements in connection with your User Content and to use your User Content for advertising and promotional purposes. You acknowledge and agree that your User Content may be included on the websites and advertising networks of our distribution partners and third-party service providers (including their downstream users).
(f) MIND+BALANCE MENTAL HEALTH CARE has the right, but not the obligation, to monitor User Content. You are obligated to exercise caution and common sense when viewing User Content. MIND+BALANCE MENTAL HEALTH CARE has no obligation to post, maintain or otherwise make use of User Content and does not guarantee distribution of User Content. MIND+BALANCE MENTAL HEALTH CARE may discontinue operation of the Website, or your use of the Website, in either case in whole or in part, in our sole discretion. You have no right to maintain or access your User Content on the Website and Adoptee Connections has no obligation to return your User Content or otherwise make it available to you.
(i) Remove, alter, cover, or distort any copyright, trademark, or other proprietary rights notice on the Website or Website Content;
(ii) Circumvent, disable or otherwise interfere with security-related features of the Website including, without limitation, any features that prevent or restrict use or copying of any content or enforce limitations on the use of the Website or Website Content;
(iii) Use an automatic device (such as a robot) or manual process to copy or "scrape" the Website or Website Content for any purpose without the express written permission of MIND+BALANCE MENTAL HEALTH CARE. Notwithstanding the foregoing, MIND+BALANCE MENTAL HEALTH CARE grants public search engine operators permission to use automatic devices (such as robots or spiders) to copy Website Content from the Website for the sole purpose of creating (and only to the extent necessary to create) a searchable index of Website Content that is available to the public. MIND+BALANCE MENTAL HEALTH CARE reserves the right to revoke this permission (generally or specifically) at any time;
(iv) Collect or harvest any personally identifiable information from the Website including, user names, passwords, email addresses;
(v) Solicit other users to join or become members of any commercial online service without prior written approval of MIND+BALANCE MENTAL HEALTH CARE
(vi) Attempt to or interfere with the proper working of the Website or impair, overburden, or disable the same;
(vii) Decompile, reverse engineer, or disassemble any portion of any the Website;
(viii) Use network-monitoring software to determine architecture of or extract usage data from the Website;
(ix) Encourage conduct that violates any local, state or federal law, either civil or criminal, or impersonate another user, person, or entity;
(x) Violate U.S. export laws, including, without limitation, violations of the Export Administration Act and the Export Administration Regulations administered by the Department of Commerce;
(xi) Engage in any conduct that restricts or inhibits any other user from using or enjoying the Website; or
(xii) Post content to the Website without prior written approval by MIND+BALANCE MENTAL HEALTH CARE
CONDITIONS FOR LINKING TO WEBSITE
5.0 Subject to the express written permission provided by MIND+BALANCE MENTAL HEALTH CARE, you are granted a non-exclusive, limited license, revocable at our discretion, for you to link to the Website home page from any site you own or control that is not commercially competitive with the Website and does not criticize or otherwise injure MIND+BALANCE MENTAL HEALTH CARE, so long as the site where the link resides, and all other locations to which such site links, comply with all applicable laws and do not in any way abuse, defame, stalk, threaten or violate the rights of privacy, publicity, intellectual property or other legal rights of others or, in any way, post, publish, distribute, disseminate or facilitate any inappropriate, infringing, defamatory, profane, indecent, obscene or illegal/unlawful information, topic, name or other material or that violates the spirit of our mission. Such a link is not an endorsement of such other site(s) by MIND+BALANCE MENTAL HEALTH CARE. All of the rights and remedies of MIND+BALANCE MENTAL HEALTH CARE are expressly reserved.
WEBSITE CONTENT, THIRD PARTY LINKS & LIMITATION OF LIABILITY/DISCLAIMERS
6.0 MIND+BALANCE MENTAL HEALTH CARE provides the Website including, without limitation Website Content for entertainment, educational and promotional purposes only. You may not rely on any information and opinions expressed on any of the Website for any other purpose. In all instances, it is your responsibility to evaluate the accuracy, timeliness, completeness, or usefulness of Website Content. Under no circumstances will MIND+BALANCE MENTAL HEALTH CARE be liable for any loss or damage caused by your reliance on any Website Content.
6.1 Website Content can and will include content posted by a third-party or will represent the opinions and judgments of a third-party. MIND+BALANCE MENTAL HEALTH CARE does not endorse, warrant and are not responsible for the accuracy, timeliness, completeness, or reliability of any opinion, advice, or statement made on the Website by anyone other than authorized employees or spokespersons while acting in their official capacities.
6.2 If there is a dispute between persons accessing the Website or between persons accessing the Website and any third party, you understand and agree that MIND+BALANCE MENTAL HEALTH CARE are under no obligation to become involved. If there is such a dispute, you hereby release MIND+BALANCE MENTAL HEALTH CAREand its’ officers, directors, employees, parents, partners, successors, agents, affiliates, subsidiaries, and their related companies from claims, demands, and damages of every kind or nature arising out of, relating to, or in any way connected with such dispute.
6.3 The Website may contain links to other websites maintained by third parties. MIND+BALANCE MENTAL HEALTH CARE does not operate or control, in any respect, or necessarily endorse the content found on these third-party websites. You assume sole responsibility for your use of third-party links. MIND+BALANCE MENTAL HEALTH CARE is not responsible for any content posted on third-party websites or liable to you for any loss or damage of any sort incurred as a result of your dealings with any third-party or their website.
6.4 Disclaimers-Read carefully: you expressly agree that use of the website is at your sole risk. The website and website content are provided on an “as is” and “as available” basis without warranty of any kind, either express or implied. Without limiting the foregoing and to the fullest extent permitted by law. MIND+BALANCE MENTAL HEALTH CAREand its’ officers’, directors’, employees, parents, partners, successors, agents, affiliates, subsidiaries, and their related companies disclaim any and all warranties including any:
(i) warranties that the website will meet your requirements;
(ii) warranties concerning the availability, accuracy, security, usefulness, timeliness, or informational content of the website or website content;
(iii) warranties of title, non-infringement, merchantability, or fitness for a particular purpose;
(iv) warranties for services or goods received through or advertised on our website or accessed through the website;
(v) warranties concerning the accuracy or reliability of the results that may be obtained from the use of the website;
(vi) warranties that your use of the website will be secure or uninterrupted’ and
(vii) warranties that errors in the software will be corrected
7.0 The Website may include certain services that may be available via your mobile phone, including:
(i) The ability to upload to the Website via your mobile phone (Mobile Uploads), subject to prior written approval of MIND+BALANCE MENTAL HEALTH CARE,
(ii) The ability to receive and reply to messages and to send content and messages using text messaging (Mobile Texts), and
(iii) The ability to access the Website from your mobile phone (Mobile Web) (collectively, the "Mobile Services").
7.1 MIND+BALANCE MENTAL HEALTH CARE does not currently charge for Mobile Services. Your carrier's normal messaging, data and other rates and fees will, however, still apply. By using the Mobile Services you agree that we may communicate with you regarding the Website and our partners by SMS, MMS, text message or other electronic means to your mobile device and that certain information about your usage of the Mobile Services will be communicated to MIND+BALANCE MENTAL HEALTH CARE.
8.0 MIND+BALANCE MENTAL HEALTH CARE respects the intellectual property rights of others and expects its users to do the same. In appropriate circumstances and at its sole discretion, MIND+BALANCE MENTAL HEALTH CARE may terminate your usage of the Website or, as applicable, the Client Agreement of users who it suspects to be infringers of the copyrights (or other intellectual property rights) of others. Additionally, in appropriate circumstances and in its sole discretion, MIND+BALANCE MENTAL HEALTH CARE may remove or disable access to material on any of its websites or hosted on its systems that may be infringing or the subject of infringing activity.
8.1 In accordance with the Digital Millennium Copyright Act of 1998, Title 17 of the United States Code, Section 512 ("DMCA"), MIND+BALANCE MENTAL HEALTH CARE will respond promptly to claims of copyright infringement that are reported to the agent that we have designated to receive notifications of claims infringement (its "Designated Agent"). The Designated Agent may be reached at:
MIND+BALANCE MENTAL HEALTH CARE
4450 Nicollet Ave
Minneapolis, MN 55419
ATTN: Merrily Sadlovsky OR Via Email: firstname.lastname@example.org OR Via Telephone: (612) 441-4551
The aforementioned telephone number, email, and registered business address shall hereafter be used for all notification purposes in this Agreement.
8.2 If you are a copyright owner (or authorized to act on behalf of the copyright owner) and believe that your work's copyright has been infringed, please report your notice of infringement to us by providing our Designated Agent with a written notification of claimed infringement that includes substantially 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 claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
(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 to which is to be disabled, and information reasonably sufficient to permit us to locate the material.
(iv) Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted.
(v) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
(vi) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
8.3 ADOPTEE CONNECTIONS LLC endeavors to investigate notices of copyright infringement and take appropriate actions under the DMCA. Inquiries that do not follow this procedure may not receive a response. If your notice of infringement relates to a recipe, then you may want to review the U.S. Copyright Office's Circular on the copyright liability of recipes prior to reporting your notice of infringement. For more information, please click on this link: http://www.copyright.gov/legislation.dmca.pdf
NO CLASS ACTIONS OR JURY TRIALS
9.0 To the extent allowed by law, all Parties waive any right to pursue disputes on a class-wide basis; that is, to either join a claim with the claim of any other person or entitled, or assert a claim in a representative capacity on behalf of anyone else in any lawsuit, arbitration or other proceeding.
9.1 To the extent allowed by law, all Parties waive any right to trial by jury in any lawsuit, arbitration or other proceeding.
11.0 Software related to or made available by the Website may be subject to United States export controls. No software from the Website may be downloaded, exported or re-exported:
(i) Into (or to a national or resident of) any country to which the United States has embargoed goods; or
(ii) To anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders.
11.1 By downloading any software related to the Website, you represent and warrant that you are not located in, under the control of, or a national or resident of, any such country or the aforementioned list. The parties specifically disclaim application of the Convention on Contracts for the International Sale of Goods.
DISCONTINUE OR SUSPENSION OF USE OF THE WEBSITE
12.0 MIND+BALANCE MENTAL HEALTH CARE May Discontinue or Suspend Our Site or Terminate Your Use. MIND+BALANCE MENTAL HEALTH CARE reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, our Site (or any part thereof) and/or Services with or without notice. You agree that MIND+BALANCE MENTAL HEALTH CAREshall not be liable to you or any third party for any such modification, suspension or discontinuance of our Site and/or Services. In addition, MIND+BALANCE MENTAL HEALTH CARE reserves the right to terminate your access to our Site for any reason, and to take any other actions that MIND+BALANCE MENTAL HEALTH CARE in its sole discretion, believes to be in the interest of our company and of our users as a whole.