Action Economics,
LLC ("AE")
Website Terms of
Use & User Agreement
Welcome to the website of Action Economics, LLC (the "AE
Website"). This agreement ("Agreement") governs your
use of the AE Website.
The AE Website contains links to third party sites which
provide information and/or services that might be useful to you. When you
follow links to any third party web site, your use of such web site will be
subject to the terms and conditions posted on that web site.
For the purposes of this Agreement: "you" means a
reader of the AE Website ("User”).
BY USING THE SITE YOU ARE STATING THAT YOU HAVE READ AND
UNDERSTAND ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU AGREE
TO BE BOUND BY THIS AGREEMENT.
Section
1 Status of Registered Employees
The AE Website is made available to Registered Employees of
Companies who have accepted our Terms of Use and User Agreement. The terms of
use governing the AE Website are set forth in this User Agreement. In the case
any contradictions between this Agreement and a Subscription Agreement, the
Subscription Agreement shall govern.
If a Company and AE have agreed to allow select personnel of
such Company access to the AE Website, AE will provide such Users with
individual Usernames and Passwords, which the Company may provide to its
authorized personnel to allow them to register for an account in their status
as Registered Employees and to use the AE Website. If you are registering for
the AE Website as a Registered Employee, you are certifying that: (i) you have been authorized by such Company to
register for and use this AE Website as an authorized personnel of such
Company; (ii) you are using the username and password provided to you by
AE; (iii) you are an adult individual (18 years or older), (iv) you
have the legal capacity to enter into binding contracts; (v) you have the
authority to enter into binding contracts on behalf of such Company;
(vi) you have read and understand all of the terms and conditions of this
Agreement; and (vii) you (individually and such Company) agree to be bound by
this Agreement.
Section
2 General Terms of Use
(a)
Use of the Site
You understand and agree that the Website is made available
to you only pursuant to this Agreement.
(b)
No Sharing of Accounts
Each “User” account is a personal account for
which only one individual user may be authorized. Your account may be placed on
violation status or terminated immediately if you are found to be sharing your
registered account access with other individuals.
(c)
User IDs, Passwords and Security
If you wish to be a “User” of the AE Website, you
must provide AE with current, complete and accurate information during the registration
process. AE reserves the right to
decline any application for registration.
You are entirely responsible for maintaining the confidentiality of your
username and password. Furthermore, you are entirely responsible for any and
all activities that occur on the AE Website using your username and a password,
whether or not authorized by you. You agree to notify AE immediately of any
known or suspected unauthorized use of your username and password or any other
breach of security by sending an e-mail message to support@actioneconomics.com.
(d)
Updating Account Information
You agree to notify AE promptly if any of the information
that you provided in the registration process changes. While you are logged
into the AE Website, you can either update the information through the Your Account administration utility on the AE
Website or by sending a secure message to support@actioneconomics.com.
Notwithstanding your obligation to provide AE with updated
information, you agree that AE has the right to rely on the information that
you previously provided until such time as you have provided AE with updated
information. You further agree that AE may provide you with any notices related
to this Agreement or to the Website by e-mail to the e-mail address you have
supplied to AE.
(e)
Account Administration by Users
A Company must designate a particular Registered Employee
account to be the Web Primary Contact account and a particular Registered
Employee account to be the Web Administrator Contact account.
The Web Administrator Contact and/or the Web Primary Contact
are responsible for: administering the accounts of the Company's personnel,
including using the Your Account administration utility on the AE
Website to inform AE whenever accounts of the Company's personnel should be
terminated (e.g., in the case where a person is no longer affiliated with the
Company or is otherwise no longer authorized to use the AE Website on behalf of
the Company), to set access privileges for such accounts, and to add new
personnel as Registered Employees of the Company. Such Company is also
responsible for all conduct on such accounts.
(f)
Updates to this Agreement
AE reserves the right to update or modify this Agreement at
any time without prior notice. Your use of the AE Website following any such
change constitutes your agreement to follow and be bound by the Agreement as
changed. For this reason, we encourage you to review this Agreement whenever
you use the AE Website.
(g)
Conduct
When using the AE Website, you agree to abide by all
applicable laws and regulations. You further agree to use the AE Website solely
in accordance with the policies and procedures posted by AE from time to time.
In addition, you agree not to do any of the following while using the AE
Website:
·
interfere with or disrupt networks
connected to the AE Website or violate the regulations, policies or procedures
of such networks;
·
attempt to gain unauthorized access
to the AE Website, other accounts, computer systems or networks connected to
the AE Website, through password mining or any other means;
·
interfere with another user's use
and enjoyment of the AE Website;
·
transmit any message, information,
data, text, software, graphic files or other materials ("Content")
that is unlawful, harmful, threatening, abusive, harassing, tortious,
defamatory, vulgar, obscene, libelous, that may be invasive of another's
privacy, hateful, racially, ethnically or otherwise objectionable;
·
transmit Content that contains a
virus, corrupted files, or other harmful component;
·
impersonate any person or entity, including
but not limited to AE personnel, or falsely state or otherwise misrepresent
your affiliation with any person or entity;
·
post or transmit any Content that
you do not have a right to transmit under any law or under contractual or
fiduciary relationships (including but not limited to nondisclosure
agreements);
·
post or transmit any unsolicited
advertising, promotional materials, junk mail, spam, chain letters, pyramid
schemes, contests, surveys, or any other form of solicitation (commercial or
non-commercial);
·
intentionally or unintentionally
violate or encourage or assist another to violate any applicable law or
regulation in connection with your use or the other person’s use of the
AE Website; or
·
upload
or transmit any Content that infringes any patent, trademark, trade secret,
copyright or other proprietary rights of any party.
Section
3 Termination
(a)
Termination by AE
AE reserves the right to terminate this Agreement and any
user's account with or without cause at any time effective immediately. For
example, AE, in its sole discretion, may terminate your account for violation
of the letter or spirit of this Agreement, if you have provided AE with false
or misleading registration information, or if you have not used your account
for an extended period of time.
Even if AE terminates this Agreement with Registered
Employees and the use of the Website by such Registered Employees, this does
not impact the Company’s Agreement with AE.
(b)
Termination by Users
If you wish to terminate this Agreement and your account,
provide notice to AE by sending a secure message to support@actioneconomics.com.
(c)
Survival
The following Sections shall survive any termination of this
Agreement: 1, 2(e), 2(g), [2(h)], 3, 4, 5, 6, 7,
and 8.
Section
4 Privacy and Use of Information
Please
see AE's Privacy Policy.
Section
5 Intellectual Property
(a) General
You acknowledge that the
content on this Website, including but not limited to text, software, music,
sound, photographs, video, graphics or other material, is protected by
copyrights, trademarks, service marks, patents or other proprietary rights and
laws. Further, you acknowledge that the entire content of this Website is
copyrighted as a collective work under
The content of the AE Website,
and the AE Website as a whole, are intended to be used by you only for the
limited commercial purposes set forth herein. You may download, print and store
selected portions of the content, provided that you (A) only use these
copies of the content for the purposes of and in the manner contemplated by the
User Agreement, (B) do not copy or post the content on any network
computer or broadcast the content in any media, and (C) do not modify or
alter the content in any way, or delete or change any copyright or trademark
notice.
No right, title or interest in
any downloaded materials is transferred to you as a result of any such
downloading. AE (or its third party licensors) reserves complete title and full
intellectual property rights in any content you download from the AE Website.
Except as noted above, you may
not copy, download, reproduce, modify, publish, distribute, transmit, transfer
or create derivative works from the content without first obtaining written
permission from AE.
Trademarks, service marks and
logos used and displayed on this site are registered and unregistered
trademarks of AE and others.
(b)
Submissions
AE welcomes your comments regarding the AE Website. However,
any comments, feedback, notes, messages, ideas, suggestions or other
communications (collectively, "Comments") submitted to AE
shall be and remain the exclusive property of AE. Your submission of any such
Comments shall constitute an assignment to AE of all worldwide rights, titles
and interests in all copyrights and other intellectual property rights in the
Comments, and you represent, warrant and covenant that you have the right to
make such an assignment and that such Comments do infringe any party's rights.
AE will be entitled to use, reproduce, disclose, publish and distribute any
Comments you submit for any purpose whatsoever, without restriction and without
compensating you in any way. For this reason, we ask that you not send us any
Comments that you do not wish to assign to us, including any confidential
information or any original creative materials such as stories, product ideas,
computer code or original artwork.
Section
6 Disclaimers
(a)
Correction of Errors and Inaccuracies
The information on the AE Website may contain typographical
errors or inaccuracies and may not be complete or current. We therefore reserve
the right to correct any errors, inaccuracies or omissions and to change or
update information at any time without prior notice. We apologize for any
inconvenience this may cause you.
(b)
Third Party Sites
The links in the AE Website to provider directories and
other sites are provided for your convenience only. Such third party sites were
not created and are not maintained by AE, and AE makes no representation as to
such sites or their content.
(c)
Performance
AE is not responsible for your computer's malfunctioning or
poor performance while accessing or using the website, or at any other time.
(d)
Site is "AS IS"
You understand and expressly agree that use of the AE
Website is at your sole risk, that any material and/or data downloaded or
otherwise obtained through the use of the AE Website is at your own discretion
and risk and that you will be solely responsible for any damage to your
computer system or loss of data that results from the download or such material
and/or data.
THE AE WEBSITE, AND THE
MATERIALS ON THE AE WEBSITE, ARE PROVIDED "AS IS" WITHOUT WARRANTIES
OF ANY KIND. TO THE FULLEST EXTENT POSSIBLE UNDER APPLICABLE LAW, AE DISCLAIMS
ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
NON-INFRINGEMENT OR OTHER VIOLATION OF RIGHTS. AE DOES NOT WARRANT OR
MAKE ANY REPRESENTATIONS REGARDING THE USE, VALIDITY, ACCURACY, OR RELIABILITY
OF, OR THE RESULTS OF THE USE OF, REGARDING ANY GOODS OR SERVICES PURCHASED OR
OBTAINED THROUGH THE AE WEBSITE, REGARDING ANY TRANSACTIONS ENTERED INTO
THROUGH THE AE WEBSITE OR THAT THE AE WEBSITE WILL MEET ANY USER’S
REQUIREMENTS, BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE, OR OTHERWISE
RESPECTING THE MATERIALS ON THE AE WEBSITE OR ANY THIRD PARTY SITES LINKED TO
FROM THE AE WEBSITE.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO
CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL AE BE LIABLE
FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT
RESULT FROM THE USE OF OR THE INABILITY TO USE THE AE WEBSITE, ANY CHANGES TO
THE AE WEBSITE, UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR
DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, OR ANY
TRANSACTIONS ENTERED INTO THROUGH THE AE WEBSITE, INCLUDING BUT NOT LIMITED TO
DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLES, EVEN IF AE HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU SPECIFICALLY AGREE THAT AE
IS NOT RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE,
OFFENSIVE OR ILLEGAL CONTENT OR CONDUCT OF ANY OTHER PARTY OR ANY INFRINGEMENT
OF ANOTHER’S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS. IF YOU ARE
DISSATISFIED WITH THE AE WEBSITE, THE MATERIALS AVAILABLE ON OR THROUGH THE AE
WEBSITE, OR WITH ANY OF AE’S TERMS AND CONDITIONS, YOUR
SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE AE WEBSITE.
NOTWITHSTANDING ANYTHING ELSE, IN NO EVENT SHALL AE BE LIABLE FOR DAMAGES IN
EXCESS OF ONE HUNDRED DOLLARS.
(e)
Rights Under Law
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED
WARRANTIES OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, OR THE
EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SUCH
LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THE WARRANTIES PROVIDED
UNDER THIS AGREEMENT GIVE YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER
RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION.
Section
7 Indemnification
You agree to indemnify, defend, and hold harmless AE, its
parents, subsidiaries, affiliates, officers, directors, employees, consultants,
and agents from any and all claims, liability, damages and/or costs (including
but not limited to attorney's fees) relating to or arising from your use (or
any other user of your account) of the AE Website, your violation of the
Agreement, or your infringement, or infringement by any other user of your
account, of any intellectual property or other right of any person or entity.
Section
8 Miscellaneous
(a)
Headings
The section titles in the Agreement are solely used for the
convenience of the parties and have no legal or contractual significance.
(b)
Territory
The AE Website is controlled and operated by AE from its
offices within the
(c)
Successors
The Agreement will inure to the benefit of AE's successors,
assigns and licensees.
(d)
Waiver
AEs failure to exercise or enforce any right or provision of
this Agreement shall not constitute a waiver of such right or provision unless
acknowledged and agreed to by AE in writing. No waiver of one provision of the
Agreement by AE on one occasion shall constitute a waiver of any provision of
the Agreement on any other occasion.
(e)
Limitations on Claims
You and AE agree that any cause of action arising out of or
related to this Agreement or your use of the AE Website must commence within
one (1) year after the cause of action arose; otherwise, such cause of action
is permanently barred.
(f) Severability
If any provision(s) of this Agreement is held by a court of
competent jurisdiction to be contrary to law, then such provision(s) shall be
construed, as nearly as possible, to reflect the intentions of the parties with
the other provisions remaining in full force and effect.
(g)
Language
It is the express will of the parties that this Agreement
and all related documents have been drawn up in English.
(h)
Choice of Law, Jurisdiction
This Agreement shall be governed by and construed in
accordance with the laws of the state of
(i) Entire Agreement
Except as set forth in Section 1(b), this Agreement
constitutes the complete agreement between the parties with respect to the
subject matter hereof and supersedes and replaces all prior or contemporaneous
understandings or agreements, written or oral, regarding such subject matter.