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TERMS AND CONDITIONS

THESE TERMS OF USE CONTAIN AN ARBITRATION CLAUSE, DISCLAIMERS AND LIMITATIONS OF LIABILITY. PLEASE REVIEW CAREFULLY.

The following terms ("Terms of Use") constitute an agreement between you and Iety Group D/B/A/ NEBMC(each a “Company” and collectively the “Companies”) that governs your use of the websites owned by the Companies (collectively the “Websites” and each a “Website”) and all of the associated services, content, and functionality. The Websites are as follows: 

 

Your use of any Website constitutes your acceptance of, and agreement to, the following Terms of Use. The Companies reserve the right to modify, alter, amend or update the Websites, policies and these Terms of Use. These Terms of Use are subject to change without notice. If you do not agree with or do not accept any part of these Terms of Use, you must not use any Website. Your continued use of any part of any Website constitutes your acceptance of such changes to the Terms of Use. You should review the Terms of Use periodically to determine if any changes have been made. 

PURCHASE POLICIES

On the Websites, you may purchase products and services, such as books, e-books, courses, magazines, cards, memberships (all memberships collectively the “Memberships and individually a Membership”) and training and consulting (all of the foregoing collectively the “Products and Services”) and these Terms of Use shall apply to the purchase and use of the Products and Services.  You may purchase the Products and Services individually, through a Membership or through a subscription.  These Terms of Use will apply to all such purchases and any differences in their terms will be explicitly detailed.  Some Products and Services are only available to you after being selected or  approved by one of the Companies, as applicable. The Companies may deny the sale of any Products and Services to anyone at any time. The Products and Services include the content as listed on the applicable sales page for such Products and Services. Some Products and Services may be subject to separate terms or agreements and such terms or agreements shall apply instead of these Terms of Use. Some Products and Services are offered on the Teachable platform and are subject to Teachable’s terms and privacy policies.

     For any Membership or Products and Services purchased on a subscription basis, you will be required to select a payment plan and provide the Company’s third-party payment provider with information regarding your credit card or other payment instrument. You represent and warrant to the applicable Company, that such information is true and that you are authorized to use the payment instrument. You will promptly update your applicable User Account (defined below) information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay the applicable Company the amount that is specified at time of purchase in the payment plan in accordance with the terms of such plan and these Terms of Use. You hereby authorize the applicable Company to bill your payment instrument in advance in accordance with the terms of the applicable payment plan until you terminate your applicable User Account, and you further agree to pay any charges so incurred. If you dispute any charges you must let the applicable Company know within sixty (60) days after the date that Company charges you. The Companies reserve the right to change the price of any Products or Services, including Memberships and subscriptions.   Your continued use of the Products and Services that are being offered after the price change becomes effective constitutes your agreement to pay the changed amount. Access will be revoked to the applicable Products and Services if you choose a payment plan or subscription do not complete the payments on schedule.

Your Membership/ subscriptions will automatically renew each month or year, depending on the payment plan you have selected. It is your responsibility to cancel the Membership/subscription prior to renewal. Instructions for how to terminate can be found below in the Product Specific Policies Section.

Product Specific Policies

Refund Policy

Refunds are not available for Products and Services including Memberships and subscriptions except in accordance with the terms expressly set forth herein. Certain jurisdictions may have longer periods where refunds will be granted. Company will honor such periods as required by law.

REGISTRATION & RESTRICTED ACCESS  

Access to certain areas of the Websites may be restricted. The Companies reserve the right to restrict areas of the Websites at its sole discretion. 

Some restricted areas of a Website may be made available to you as a registered user of that Website. When you are registered, you are required to create a user profile, which may include a username and password for such Website (each a “User Account”). You agree to keep your username and password confidential. You may not use as a username the name of another person or entity that is not lawfully available for use, a name or trademark that is subject to any rights or another person or entity or is offensive, vulgar or obscene. If you suspect your password has been compromised, you must notify the applicable as set forth below: 

The Companies will not be liable for any loss caused by the unauthorized use of your account; however, you may be liable to one or more of the Companies or other third parties for any losses incurred due to such unauthorized use.

When you create a User Account with either Company you guarantee that you are 18 years of age or older, are able to consent to these Terms of Use, and that the information you provide to us is accurate, complete, and current at all times. Violation of this paragraph may result in the immediate termination of your User Account without refund, in the applicable Company’s sole discretion.

A Company may disable your username and password at its sole discretion, refuse to register a user for the Products and Services, remove or edit any content contributed to the Websites, Products or Services or cancel any User Account. Either Company may, without notice, refuse access to its Websites or Products and Services, in whole or part, to any person that fails to comply with these Terms of Use.

The Companies reserve the right to modify methods for registration and access levels of registered users from time to time.

LICENSE FOR USE OF PRODUCTS AND SERVICES

All Products and Services available on the Websites were developed solely for your personal use and may not be reproduced for publication or for the personal or commercial use of others without permission.  You may not create any derivative works of the Products and Services.  When you purchase any of the Products and Services, you agree that you will not use any information you gain from the Products and Services to create any product or service, whether offered for commercial or personal use, without express written consent of the applicable Company.  The Companies reserve the right to seek equitable and compensatory relief for any violation of this term. All inquiries for use of the Companies’ intellectual property must be submitted to the applicable Company as follows:

For intellectual property owned by NEBMC contact ali@alicraig.com

Products and Services

Your request to join and participate in any Membership, or other Products and Services offered by a Company  constitutes your acceptance of, and agreement to these Terms of Use. We reserve the right to modify, alter, amend or update the Terms of Use. The Terms of Use are subject to change without notice. If you do not agree with or do not accept any part of the Terms of Use, you must not be a member of any Membership or purchase any Products and Services.  The Memberships and the Products and Services are for members over 18 years of age.  Please do not join if you are not over 18 or cannot accept the Terms of Use.

Any information provided in any Membership or any Products and Services is for information purposes only and results may vary from person to person when using such information. You are, and shall remain, solely responsible for any content you upload, submit, post, transmit, communicate, share or exchange by means of any Membership or Products and Services and for the consequences of submitting or posting same.

 

EACH COMPANY DISCLAIMS ANY PERCEIVED, IMPLIED OR ACTUAL DUTY TO MONITOR THE MEMBERSHIPS OR PRODUCTS AND SERVICES AND SPECIFICALLY DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR INFORMATION PROVIDED THEREON.

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER MEMBERS. YOU ACKNOWLEDGE AND UNDERSTAND THAT THE COMPANIES HAVE NOT, AND DO NOT, IN ANY WAY: (A) INQUIRE INTO THE BACKGROUNDS OF ITS MEMBERS; OR (B) REVIEW OR VERIFY THE STATEMENTS OF ITS MEMBERS. YOU HEREBY AGREE TO EXERCISE REASONABLE PRECAUTION IN ALL INTERACTIONS WITH OTHER MEMBERS, PARTICULARLY IF YOU DECIDE TO MEET ANOTHER MEMBER IN PERSON. THE COMPANIES DO NOT REPRESENT, WARRANT, ENDORSE OR GUARANTEE THE CONDUCT OF ITS MEMBERS. IN NO EVENT SHALL THE COMPANIES BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO ANY MEMBER'S CONDUCT, INCLUDING, WITHOUT LIMITATION, BODILY INJURY, PROPERTY DAMAGE, WRONGFUL DEATH, EMOTIONAL DISTRESS, LOSS OF PRIVACY OR ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS OR MEETINGS BETWEEN MEMBERS.

Each Company reserves the right, in such Company’s sole discretion, to remove any post, comment, message or member, for any reason on its Websites, Memberships or Products and Services. 

The following posts, comments or messages are expressly prohibited and will be immediately deleted and the member responsible for the post, comment or message is subject to immediate removal from any Membership or other Products and Services

• Live video within a Membership or Products and Services without the applicable Company’s approval;

• Links that self-promote your own blogs, businesses, videos, etc. without the applicable Company’s permission;

• Ads for items for sale or links to fundraisers without the applicable Company’s permission;

• Contacting other members to solicit business or for self-gain;

• Hate speech;

• Threatening violence;

• Harassing or heckling another member or the Companies;

• Spam;

• Defamatory speech towards the Companies, another member or any third party

• Political or inflammatory discussions;

• Any reference to illegal acts; or 

• Anything that violates the legal rights of a third party.

Any member violating the Membership or Products and Services rules may be immediately and permanently removed from the Memberships or Products and Services, in the applicable Company’s sole discretion.

Any content posted in the Products and Services is the sole responsibility of the person(s) who created it, and each Company and its employees, agents, directors, and officers, undertakes no obligation or liability related to such content. Each Company and its employees, agents, directors, and officers, do not undertake or assume any duty to monitor for inappropriate or unlawful content posted in the Memberships or Products and Services, nor does it assume responsibility or liability that may arise from any content posted in the Memberships o Products and Services, including, but not limited to, claims of defamation, libel, slander, infringement, invasion of privacy and publicity rights, obscenity, pornography, fraud, or misrepresentation.  All posts in the Memberships or Products and Services are confidential and may not be shared by any member outside of the Membership or Products and Services.  The Companies reserve the right to report to the appropriate authority any post, comment, member or message in a Membership or Products and Services that a Company deems, in its sole discretion, may implicate the safety of either a member of a Membership or Course or a third-party.

You acknowledge, however, that the Memberships and Products and Services may be joined by any member of the public, and so confidentiality cannot be guaranteed.  Please do not post any information that you do not want shared.   

GENERAL DISCLAIMER

The Companies have made every effort to ensure that all information on the Websites and in the Products and Services have been tested for accuracy. The Companies make no guarantees regarding the results that you will see from using the information provided on the Websites or in the Products and Services. Opinions, advice, statements or other comments should not necessarily be relied upon and are not to be construed as professional advice from any Company.

The Companies/Websites, Products and Services host content that is created by third parties (“Third Party Content”).  The Companies do not guarantee that any of the Third Party Content shall be error free and it should not be relied upon by you.   The Companies specifically disclaims any and all liability for the Third Party Content.

The Companies disclaim liability for incidental or consequential damages and assume no responsibility or liability for any loss or damage suffered by any person as a result of use of the information provided on the Websites or in the Products and Services. The Companies assume or undertake no liability for any loss or damage suffered as a result of the use of any information found on the Websites or in the Products and Services.

BUSINESS COACHING AND CONSULTING DISCLAIMER

We have made every effort to ensure that all business information, including but not limited to any references to technology or business methodology, provided on the Websites or in the Products and Services has been tested for accuracy. There is no guarantee that you will see positive results to your business using the techniques and materials provided on the Websites or in the Products and Services. We assume no responsibility for your decisions or for policies or practices that you implement based on information on the Websites and Products and Services. Everything provided on the Websites and in the Products and Services is for informational purposes only.

INCOME OR EARNINGS INFORMATION DISCLAIMER

Any statements related to income or earnings potential on the Websites or in the Products and Services are examples of what may be possible in the future. We make no guarantees regarding results, present or future. We are not responsible for your earnings, income, sales, or any other performance as a result of the actions you take based upon the information provided on the Websites or in the Products and Services. The Websites, Products and Services are provided for informational purposes only.

YOUR RESPONSIBILITY

The Websites, Products and Services were developed strictly for informational purposes. You understand and agree that you are fully responsible for your use of the information provided on the Websites, Products and Services. Companies make no representations, warranties or guarantees. You understand that results may vary from person to person. The Companies  assume no responsibility for errors or omissions that may appear in the Websites or in the Products and Services.

USE OF THE WEBSITE 

Unless otherwise stated, the applicable Company own the intellectual property and rights to all content and material on the Websites. Subject to the license below, all intellectual property rights are reserved. 

You may view, download (for caching purposes only), and print pages for your personal use, subject to the restrictions set out below and elsewhere in these Terms of Use. 

The following uses are not permitted:

  • Republication of content from the Websites, unless content is specifically and expressly made available for republication; 

  • Sale, rental or sub-license of any content from the Websites;

  • Reproduction or duplication of any content on the Websites for commercial purposes; 

  • Modification of any content on the Websites, unless content is specifically and expressly made available for modification; 

  • Redistribution of content of the Websites, unless content is specifically and expressly made available for redistribution. Users are permitted to share content on social media channels, as long as a link to the applicable Website is included. 

From time to time, the Websites will utilize various plugins or widgets to allow sharing of content via social media channels, email or other methods. Use of these plugins or widgets does not constitute any waiver of any Company’s intellectual property rights. 

You must not use any Website or Products and Services in a way that causes, or may cause, damage to a Website or Products and Services or impairs the availability of access to a Website or the Products and Services. You must not decompile, reverse engineer, disassemble or otherwise reduce any Website or the Products and Services, except to the extent that such activity is expressly permitted by applicable law. You must not use a Website or Products and Services to copy, store, host, transmit, send, use, publish or distribute any material that consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit and/or other harmful code or malicious software.

You must not conduct any systematic or automated data collection activities, including, but not limited to scraping, data mining, data extraction or data harvesting on or in relation to any Website or Products and Services without the applicable Company’s express written permission. 

You must not use any Website or the Products and Services to transmit or send any unsolicited commercial communications.

You must not use any Website or the Products and Services for any third-party marketing without applicable Company’s express written permission.

INTELLECTUAL PROPERTY

All original materials provided by the Companies are owned by such Company. Any original materials are provided for your individual use only. You are not authorized to use or transfer any Company’s intellectual property. All intellectual property remains the property of the applicable Company . No license to sell, distribute, reproduce, prepare a derivative work, display or perform is granted or implied. The Companies will be entitled to injunctive relief to prohibit any such violations to protect against the harm of such violations. 

Certain of the names, logos, and other materials displayed on the Websites, Products and Services constitute the Companies’ intellectual property, including, but not limited to, patents, trademarks, service marks, trade secrets and copyrights ("Companies IP”).  You are not authorized to use any Companies IP without the applicable Company’s express consent. Ownership of Companies IP remains with the applicable Company and you agree not to make any claims or assertions of any other party's ownership of Companies IP.

The Companies’ trademarks and trade dress may not be used in connection with any product or service that is not the applicable Company’s, in any manner likely to cause confusion among consumers or in any manner that disparages or discredits the Companies.

EQUITABLE RELIEF

You acknowledge and agree that in the event of certain breaches of the Terms of Use, the Companies may suffer irreparable injury, such that no remedy at law will afford it adequate protection against, or appropriate compensation for, such injury. Accordingly, you agree that each Company shall be entitled to any injunctive relief, without having to post a bond, as may be granted by a court of competent jurisdiction.

COPYRIGHT

Unless otherwise noted, the design, content and all components of the Websites, Products and Services are copyrights owned by the applicable Company or third parties and are protected by United States and international copyright laws and should not be reused or republished without express written permission. 

The Websites, Products and Services contain copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of the Websites are copyrighted as a collective work under the United States copyright laws. Each applicable Company owns copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. You may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part. You may download copyrighted material for your personal use only. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without the express permission of the applicable Company. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material.

TRADEMARKS

The Companies’ trademarks and trade dress may not be used in connection with any product or service that is not the applicable Company’s, in any manner likely to cause confusion among consumers, or in any manner that disparages or discredits any Company, any Website, or the experts featured on any Website.

From time to time, the Websites, Products and Services will legally utilize trademarks owned by third parties related to a Company’s services. These trademarks are the respective property of their owners. 

GRANT OF RIGHTS

You grant each Company a worldwide, irrevocable, non-exclusive, royalty-free license to use, reproduce, adapt, publish, translate and distribute any content you contribute to the Websites, Products and Services. This includes, but is not limited to, text, images, audio material, comments, video material and audio-visual material. This license extends to all known and future media. You also grant each Company the right to sub-license these rights and the right to bring an action for infringement of these rights. By posting content to any Website, Products or Services you represent that you have the right to grant these permissions for use of such content by the Websites, the Companies, and Companies’ sublicensees.

CONTENT CONTRIBUTED TO THE WEBSITE
Any content you contribute to any Website, Products and Services including, but not limited to text, images, audio material, comments, video material and audio-visual material, must not be illegal or unlawful, may not infringe on any third-party's legal rights, and must not be capable of giving rise to legal action whether against you or a Company or a third party. 

Each  Company reserves the right to edit or remove: (i) any material submitted to its Websites, Products and Services; (ii) stored on its servers; or, (iii) hosted or published on its Websites, Products and Services. The Companies take no responsibility and assume no liability for any content posted by you or any third party.

Notwithstanding the Companies’ rights under the Terms of Use,  No Company undertakes to monitor the submission of content to, or the publication of such content on, the Websites, Products and Services and no Company is responsible for such content. 

COMMENT POLICY

The Websites offer the option for you to leave comments, engaging with the Websites’ posts, 

The following types of comments will not be tolerated and will be deleted: 

  • harassment directed toward any content creator or the Companies;

  • spam;

  • hate speech;

  • defamatory to the Companies or any third party;

  • reference illegal acts; or,

  • violate the legal rights of a third party. 

Each Companies sole discretion will be used to determine if a comment is in violation of this comment policy. Any comments in violation will be promptly deleted and no further explanation will be due to you if your comment was determined to be in violation with this policy. 

TAKEDOWN REQUESTS

From time to time, the Websites will publish posts with images from other third-party websites. Any such use is considered fair use under copyright laws and is fully attributed to the owner. If you believe that your copyrighted work has been used on a Website in a way that constitutes copyright infringement and falls outside of fair use, please send a request as set forth below and such Website will remove the image within 24 to 48 hours.

For all of the Websites, please contact:

Seth H. Liberman

sliberman@pryorcashman.com

Pryor Cashman LLP

7 Times Square, New York, NY 10036-6569

 

In accordance with the Digital Millennium Copyright Act (DMCA), 17 U.S.C. § 512, the Companies have implemented procedures for reporting instances of copyright infringement.

If you are a copyright holder, or its authorized representative, and believe in good faith that content residing or accessible on or through and of the Websites infringes your copyrighted work, you may submit a notice of copyright infringement by sending a written notice of copyright infringement to our designated agent, whose contact information is listed below.  The Companies have designated Lieberman & Associates LLC as the designated agent for the Companies.

Notice may be sent to:

By Mail: 

Pryor Cashman LLP

Attn: Seth H. Liberman

7 Times Square, New York, NY 10036-6569

 

By e-mail

Seth H. Liberman

sliberman@pryorcashman.com

The notice of copyright infringement should provide the following information:

  1. A clear description of the copyrighted work that you claim has been infringed (if multiple copyrighted works are covered by a single notification, you may provide a representative list of such works).

  2. A description of the material that you claim is infringing.

  3. Information reasonably sufficient to permit us to locate the allegedly infringing material (please be as detailed as possible and provide web addresses (URLs) leading directly to the material).

  4. Your contact information, including your address, telephone number, and an e-mail address.

  5. A statement that you have a good faith belief that use of the copyrighted materials in the manner asserted is not authorized by the copyright owner, its agent, or the law.

  6. A statement that the information in the notification is accurate, and under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.

  7. Your physical or electronic signature (typing your full legal name is sufficient).

 

 

Counter-Notification If material that you have posted to our Site has been taken down, you may file a counter-notification that contains the following details:

  1. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;

  2. A statement, under penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material in question;

  3. Your name, address and telephone number;

  4. A statement that you consent to the jurisdiction of federal district court in the federal district court in the District of Arizona, and that you will accept service of process from the person who provided notification in compliance with section 512 (c)(1)(C) of the DMCA, or an agent of such person.

  5. Your physical or electronic signature.

 

Notice may be sent to:

By Mail: 

Pryor Cashman LLP

Attn: Seth H. Liberman

7 Times Square, New York, NY 10036-6569

 

By e-mail

Seth H. Liberman

sliberman@pryorcashman.com

 

 

You also acknowledge and agree that upon receipt of a notice of a claim of copyright infringement, we may temporarily or permanently remove the identified materials from our Website without liability to you or any other party.

 

Please note that we may forward the notice of copyright infringement (or information contained therein), as well as the complainant’s contact information, to the party who posted the allegedly infringing content. Additionally, if we remove or disable access to the content pursuant to a valid DMCA notice, Company will immediately notify the owner of the content that the content has been removed or disabled.

It is also the policy of the Companies, in appropriate circumstances and in our sole discretion, to suspend or terminate the accounts of publishers who are repeat copyright infringers.

Confidential Information. As stated above, all communications sent by you to us will be treated as non-confidential and non-proprietary (subject to our privacy policy). Please do not submit confidential or proprietary information to us (including patentable ideas, new content suggestions or business proposals) unless we have mutually agreed in writing otherwise. Ideas that we receive unsolicited will be treated as property owned by the Company and will not be returned to you.

 

COMMUNICATION

If you send the Companies an email, register to use a Website or provide your email to either of the Companies in any other way, you consent to receive communications from such Company electronically. You agree that all legal notices provided via electronic means from the Companies satisfy any requirement for written notice.

 

CHILDREN'S INFORMATION

The Websites do not knowingly collect any personally identifiable information from children under the age of 16. If a parent or guardian believes that a Website has personally identifiable information of a child under the age of 16 in its database, please contact the applicable Website as set forth below and such Website will use its best efforts to promptly remove such information from its records.

 

For the Websites owned by NEBMC (see above) please contact Seth H. Liberman, sliberman@pryorcashman.com

 

 

THIRD PARTIES

The Websites may contain links to third-party websites that are not governed or controlled by the Companies. You represent and warrant that you have read and agree to be bound by all applicable Terms of Use and policies for any third-party website that relates to your use of the Websites. The Companies assume no control or liability over the content of any third-party sites. You expressly hold harmless each Company from any and all liability related to your use of a third-party website. 

 

Prior to engaging in any meetings, events, or commercial transactions with any third parties discovered through or linked on any Website or the Products and Services, you must complete any necessary investigation or due diligence. You understand that the Companies do not perform psychological testing or background checks on the individuals who may use the Websites or the Products and Services. You understand and agree that you are solely responsible for your actions and decisions to meet other individuals who you meet online by virtue of the Websites, Products and Services provided on the Websites. If there is a dispute for any events or commercial transactions with a third party discovered through or linked on the Websites or the Products and Services, you expressly hold each Company harmless from any and all liability in any dispute.

 

NO WARRANTIES 

The Websites and Products and Services are provided on an "as is" and "as available" basis without any representations or warranties, expressed or implied. No Company makes any representations or warranties in relation to the Websites, Products and Services, or the information and materials provided therein. 

The Companies make no warranty the Websites or the Products and Services will meet your requirements; will be available uninterrupted; error free, timely and free of viruses or bugs; or represents the full functionality, accuracy, and reliability of the Websites or the Products and Services. The Companies are not responsible to you for the loss of any content or material uploaded or transmitted through the Websites or Products and Services. The Websites and Products and Services are written in English and makes no warranty regarding translation or interpretation of content in any language.  

 

LIMITATION OF LIABILITY

TO THE EXTENT ALLOWABLE BY LAW, EACH COMPANY AND ITS OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, LICENSEES AND WEB HOSTING SERVICES WILL NOT BE LIABLE FOR ANY DIRECT, CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, INCLUDING LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU, WHETHER UNDER THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY OR OTHERWISE, EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 

 

YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO USE OF ANY WEBSITE, THE PRODUCTS AND SERVICES OR THE TERMS OF USE MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE FOREVER BARRED.

INDEMNITY

 

You agree to defend, indemnify and hold each Company, its members, employees, officers, directors, managers and agents harmless from and against any and all losses, claims, suits, actions, liabilities, obligations, costs and expenses (including reasonable attorneys' fees and expenses) which a Company suffers as a result of third-party claims based on: (i) your negligence or intentional misconduct, (ii) your breach of any provision of the Terms of Use (including representation or warranty); (iii) materials prepared or provided by you including, but not limited to, any claims of infringement, or misappropriation of copyright, trademark, patent, trade secret, or other intellectual property or proprietary right, infringement of the rights of privacy or publicity, or defamation or libel; or (iv) death, personal injury, or property damage arising out of, or relating to, your obligations hereunder.

 

ARBITRATION

The Terms of Use will be governed and construed in accordance with the laws of the state of Texas without reference to its conflict of law provisions. Any controversy or claim arising out of or relating to the Terms of Use, or the breach thereof, shall be settled with the applicable Company by arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The place of any such arbitration shall be in Willamson County, Texas. The parties also agree that the AAA Optional Rules for Emergency Measures of Protection shall apply to the proceedings.  This section provides the sole recourse for the settlement of any disputes arising out of, in connection with, or related to the Terms of Use. Notwithstanding the foregoing, any action seeking injunctive relief shall be submitted to the courts and shall not be subject to this provision.

 

THE PARTIES WAIVE ANY RIGHT TO ASSERT ANY CLAIMS AGAINST THE OTHER PARTY AS A REPRESENTATIVE OR MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION, EXCEPT WHERE SUCH WAIVER IS PROHIBITED BY LAW OR DEEMED BY A COURT OF LAW TO BE AGAINST PUBLIC POLICY. TO THE EXTENT EITHER PARTY IS PERMITTED BY LAW OR COURT OF LAW TO PROCEED WITH A CLASS OR REPRESENTATIVE ACTION AGAINST THE OTHER, THE PARTIES AGREE THAT: (I) THE PREVAILING PARTY SHALL NOT BE ENTITLED TO RECOVER ATTORNEYS’ FEES OR COSTS ASSOCIATED WITH PURSUING THE CLASS OR REPRESENTATIVE ACTION (NOT WITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT); AND (II) THE PARTY WHO INITIATES OR PARTICIPATES AS A MEMBER OF THE CLASS WILL NOT SUBMIT A CLAIM OR OTHERWISE PARTICIPATE IN ANY RECOVERY SECURED THROUGH THE CLASS OR REPRESENTATIVE ACTION.

MISCELLANEOUS PROVISIONS

 

If any provision(s) of the Terms of Use is held to be invalid, illegal or unenforceable, the remaining provisions shall be severable and enforceable. In addition, in such event the unenforceable or invalid provision shall be deemed to be modified to the extent necessary to (i) render it valid and enforceable and (ii) give the fullest effect possible to the original intent of the provision.

 

The Terms of Use may not be assigned by you without the applicable Company’s  prior written consent; however, the Terms of Use may be assigned by a Company in its sole discretion. 

The Terms of Use are the final, complete and exclusive agreement of the parties with respect to the Websites offered by the Companies

 

The failure of a Company to exercise or enforce any right or provision hereunder shall not operate as a waiver of such right or provision. Any waiver of the Terms of Use by a Website or a Company must be in writing and signed by an authorized representative of the applicable Company.

All notices with respect to the Terms of Use must be in writing and may be via email to your email address and as set forth below for the Websites: 

 

For the NEBMC Websites contact Seth H. Liberman

sliberman@pryorcashman.com

 

Last updated: April 21, 2023

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