Ownership. All content included on the Active Sites, such as text, graphics, logos, button icons, images, audio clips and software, as well as the compilation of any of the foregoing (meaning the collection, arrangement and assembly), are the property of Active or its content suppliers and protected by U.S. and international copyright laws. You acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Active Sites or by advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Active or such advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Active Sites, services, products or software, in whole or in part.
Copyright Complaints. Active respects the intellectual property of others, and we ask our content partners and Active members to do the same. If you believe that your copyrighted work has been impermissibly copied or used and is accessible on the Active Sites in a way that constitutes copyright infringement, you may notify Active by providing Active's copyright agent the following information:
Active trademarks identify Active products and services, and let the public know the source of those products and services. You may make comparative or other nominal fair use of our trademarks in advertising and promotional materials, and in referring to our products and services (for example, in a magazine article) without our permission, provided you follow standard trademark usage practices and provide proper attribution to Active. Other uses require written permission from Active, and absent such express permission, you agree not to use or display the Active trademarks in any manner. Please make such requests by e-mail to email@example.com; we will evaluate your request as soon as possible.
Active’s Trademarks include, without limitation, those published and searchable on the United States Patent and Trademark Office located at http://www.uspto.gov at “Search Trademarks” and the Canadian Trademark Office at: http://strategis.ic.gc.ca/sc_mrksv/cipo/welcome/welcom-e.html at “Search” indicating The Active Network as the identified owner for conducting such search.
Active may provide interactive areas on the Active sites, in which users may post communications. You understand that all information (including your member name or user name), data, text, software, music, sound, photographs, graphics, video, messages, tags, or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated. This means that you, and not Active, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available via the Active Sites. Active does not control the Content posted via the Active Sites and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Active Sites, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will Active be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Active Sites. You further understand that the internet has no geographical boundaries, and you therefore agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
Active does not claim ownership of any Content submitted and/or posted by you on any Active Site(s). However, by submitting and/or posting any Content to the Active Sites, you grant Active a royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, communicate to the public, perform and display the content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed, for the full term of any rights that may exist in such Content. You also permit any subscriber to access, display, view, store and reproduce such content for personal use.
In consideration of being allowed to use the Active interactive areas and Active Sites, you agree not to:
You understand that the technical processing and transmission of the Active Sites, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
You understand that the Active Sites and software embodied within the Active Sites may include security components that permit digital materials to be protected, and that use of these materials is subject to usage rules set by Active and/or content providers who provide content to the Active Sites. You may not attempt to override or circumvent any of the usage rules embedded into the Active Sites. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on the Active Sites, in whole or in part, is strictly prohibited.
Should you choose to submit any ideas, suggestions, documents, and/or proposals (“Submissions”) to Active through any of its media, you acknowledge and agree that: (i) your Submissions do not contain confidential or proprietary information; (ii) Active is not under any obligation of confidentiality, express or implied, with respect to the Submissions; (iii) Active shall be entitled to use or disclose (or choose not to use or disclose) such Submissions for any purpose, in any way, in any media worldwide; (iv) Active may have something similar to the Submissions already under consideration or in development; (v) your Submissions shall automatically become the property of Active without any obligation of Active to you; and (vi) you are not entitled to any compensation or reimbursement of any kind from Active under any circumstances.
As a convenience to our members, we may provide links to third-party web sites. The linked sites are not under our control, and we make no representations as to the quality, suitability, functionality or legality of any sites to which we may provide links. You hereby waive any claim you might have against Active with respect to such sites.
In addition, you may order services or merchandise through the Active Sites from other persons not affiliated with Active ("Seller"). For example, you may choose to register for a sporting event and purchase event-related merchandise on the Active Sites. All matters concerning the merchandise and services desired from a Seller, including but not limited to purchase terms, payment terms, warranties, guarantees, maintenance and delivery, are solely between you and the Seller. Active makes no warranties or representations whatsoever with regard to any goods or services provided by Sellers. You will not consider Active, nor will Active be construed as, a party to such transactions, whether or not Active may have received some form of revenue or other remuneration in connection with the transaction. You agree that Active will not be liable for any costs or damages arising out of such transactions, either directly or indirectly.
Active and/or third parties may, from time to time, send e-mail messages to you containing advertisements, promotions, etc. Active makes no representation or warranty with respect to the content of any such e-mail messages or any goods or services which may be obtained from such third parties, and you agree that neither Active nor such third party shall have any liability with respect thereto. You further agree to receive certain periodic communications from Active such as newsletters, content, messages, and announcements, and that these communications are considered part of your access of the Active Sites and services and that you may not be able to opt out of receiving such communications in every instance.
You are responsible for maintaining the confidentiality of your login ID and password (your "registration"). You shall be responsible for all uses of your registration, whether or not authorized by you. You agree to immediately notify Active of any unauthorized use of your registration. You further represent that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. You also agree to: (i) provide true, accurate, current and complete information about yourself as submitted to Active, and (ii) maintain and promptly update your registration information to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Active has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete. Active has the right to immediately suspend or terminate your account and refuse any and all current or future use of the Active Sites or related products and services (or any portion thereof). Active makes every effort to protect individual privacy and personal information, and is particularly concerned about child privacy. Parents of children under the age of 13 who wish to allow their children access are required to provide their consent for any registration. By creating such a registration involving your child under the age of 13, you certify that you are at least 18 years old or that you are the parent or legal guardian of the child/children listed on the registration. Unless you have notified us otherwise, you also give your child permission to access many areas of the Active Sites related to the registration, including email, message boards and other registration related information. Please remember that the Active Sites and Active services are intended to apply to a broad audience. Accordingly, as the parent or legal guardian, it is your responsibility to determine whether any of the Active Sites areas and/or content are appropriate for your child.
Charges and Billing For Certain Active Sites. Certain of the Active Sites, such as eteamz.com, require payment of access fees. By registering for those Active Sites, you hereby authorize Active to charge for and collect from your designated electronic payment method(e.g. credit card, debit card, etc. hereinafter collectively referenced as "payment method"), in advance, for all applicable fees incurred by you in connection with your chosen service and registration for your account. You hereby understand and agree that in most cases, Active will be charging your designated payment method in accordance with the payment schedule of the service for which you have registered, but some service fees may accumulate on your account before they are actually charged to your payment method. Member futher acknowledges that it is Member's responsibility to provide accurate billing and payment information and keep this information up-to-date. You authorize Active to charge your payment method for these charges, to obtain updated account information directly from your credit card company and/or financial institution for facilitating any such authorized charges, as may be applicable, and to retain information about the payment method associated with your Account. If Active does not receive payment from your designated payment method, you agree to pay all amounts due upon demand by Active. All fees shall be paid in U.S. dollars. Every time you use the Service, you reaffirm that (i) Active is authorized to charge your designated payment method; (ii) Active may submit charges incurred under your Account for payment; and (iii) you will be responsible for such charges, even if your membership is canceled or terminated.
Active reserves the right to change any fees (which includes but is not limited to, charging a fee for packages, options, upgrades and/or a Service for which Active does not currently charge a fee) or billing methods at any time, provided, however, that such modifications shall not take effect earlier than thirty (30) days after Active posts such modification on the applicable Active Site(s). Active also has the right to collect applicable taxes and impose premium surcharges for some areas of the Service and these surcharges may apply immediately after you register for the associated service. You may cancel any your Account or any associated optional or upgraded services therefore at any time, but Active will not refund any remaining portion of your pre-paid fees and you may be charged an additional cancellation fee. The answer to many common billing questions can by found by going to http://help.eteamz.com/plus.html
You agree to pay your Account balance on time. You also agree to pay any taxes, including sales or use taxes, resulting from your use of the Service. Amounts not paid by you to Active when due will be assessed an additional 1.5% (or the highest amount allowed by law, whichever is lower) per month if your payment is more than thirty (30) days past due. That amount is also due immediately. Nonpayment of services will cause your Account to be deemed delinquent and Active may terminate or suspend your Account for nonpayment. You are responsible and liable for any fees, including attorney and collection fees, that Active may incur in its efforts to collect any remaining balances due from you. This section titled Charges and Billing For Certain Active Sites shall in no way limit any other remedies available to Active. You also understand and agree that you will be billed for and will pay any outstanding balances if you cancel your account or your account is terminated. You must notify Active of any billing problems or discrepancies within sixty (60) days after they first appear on your credit card account statement. If you do not notify Active within sixty (60) days, you waive any right to dispute such problems or discrepancies.
Donations on Active Sites. There is no upfront charge to you for using Active’s Sites permitting the submission of monetary donations such as the ActiveGiving system. However, each online donation will require the organization to pay a processing and handling charge equal to 6.5% of the donated amount plus $1.00 (subject to change by Active in its sole discretion). Such charges shall be collected by Active. Fees collected from online registrants will be sent in regular intervals to the designated charitable organization in accordance with contract and law, less Active’s processing and handling fee. All donations are the exclusive property of you and/or the charitable organization designated to receive the donation. Any refunds shall be exclusively and directly handled the designated charitable organization. Active shall not be responsible for processing or making any refunds.
Pricing Information Disclosure For California Residents. Under California Civil Code Section 1789.3, California residents that access the Active Sites and services are entitled to the following specific consumer rights information: (i) Pricing Information - Current rates for using the Service may be obtained by going to the pricing schedule on the Active Web Site located at http://eteamz.active.com/plus/PLUS_pricing.cfm Active reserves the right to change any fees, pricing or charges or to institute new fees at any time; (ii) Complaints - The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1020 N. Street, #501, Sacramento, CA 95814, or by telephone at 1-916-445-1254.
YOU EXPRESSLY AGREE THAT USE OF ACTIVE IS AT YOUR SOLE RISK. ACTIVE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. ACTIVE AND ITS SUBSIDIARIES, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. THE INFORMATION ON THE ACTIVE SITES OR OTHERWISE BY ACTIVE IS PROVIDED WITH THE UNDERSTANDING THAT NEITHER ACTIVE NOR ITS MEMBERS, WHILE SUCH MEMBERS ARE PARTICIPATING IN ACTIVE, ARE ENGAGED IN RENDERING LEGAL, MEDICAL, COUNSELING OR OTHER PROFESSIONAL SERVICES OR ADVICE. ACTIVE ENCOURAGES YOU TO SEEK APPROPRIATE PROFESSIONAL ADVICE OR CARE FOR ANY SITUATION OR PROBLEM WHICH YOU MAY HAVE. IN PARTICULAR, THE ACTIVITIES AND EXERCISES DESCRIBED IN TRAINING PROGRAMS AND ARTICLES ON ACTIVE CAN BE DANGEROUS AND MAY RESULT IN INJURY OR DEATH. YOU MUST CONSULT WITH A LICENSED PHYSICIAN BEFORE PARTICIPATING IN ANY OF THE ACTIVITIES DESCRIBED ON ACTIVE.
ACTIVE MAKES NO WARRANTY THAT THE ACTIVE SITES' SERVICES WILL BE UNINTERRUPTED, SECURE OR ERROR FREE. ACTIVE DOES NOT GUARANTEE THE ACCURACY OR COMPLETENESS OF ANY INFORMATION IN, OR PROVIDED IN CONNECTION WITH, THE ACTIVE SITES. ACTIVE IS NOT RESPONSIBLE FOR ANY ERRORS OR OMISSIONS, OR FOR THE RESULTS OBTAINED FROM THE USE OF SUCH INFORMATION. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE ACTIVE SITES IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR OWN COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA.
ACTIVE, ITS SUBSIDIARIES, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ACTIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (A) THE USE OR THE INABILITY TO USE THE ACTIVE SITES, PRODUCTS OR SERVICES; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE ACTIVE SITES; (C) USE BY YOU OF ANY TRAINING PROGRAM OR ANY OTHER PRODUCT PURCHASED THROUGH ACTIVE; (D) YOUR PARTICIPATION IN ANY PROMOTION OR PROGRAM COORDINATED BY ACTIVE; (E) PERSONAL INJURY NOT CAUSED BY ACTIVE’S GROSS NEGLIGENCE; (F) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (G) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE ACTIVE SITES; OR (H) ANY OTHER MATTER RELATING TO THE ACTIVE SITES, OR ACTIVE PRODUCTS OR SERVICES. YOU AGREE THAT ACTIVE’S MAXIMUM LIABILITY TO YOU, FOR ANY REASON OR CAUSE WHATSOEVER, SHALL NOT EXCEED THE TOTAL AMOUNT OF MONIES RECEIVED BY ACTIVE FROM YOU.
The Active Sites (excluding linked sites) are controlled by Active from its offices within the State of California, United States of America. The Active Sites can be accessed from all 50 states, as well as from other countries around the world. As each of these places has laws that may differ from those of California, by accessing the Active Sites both you and Active agree that the statutes and laws of the State of California, without regard to the conflict of laws principles thereof, will apply to all matters relating to use of the Active Sites.
You agree that exclusive jurisdiction for any dispute with Active, or in any way relating to your membership or use of Active, resides in the courts of the State of California and you further agree and expressly consent to the exercise of personal jurisdiction in the courts of the State of California in connection with any dispute including any claim involving Active or its affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers and content providers. If any provision of these terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions.
With your prior approval, Active reserves the right to charge fees, surcharges and/or membership fees at any time. Please see our Credit Card Payment Policies for additional information.
Network, Inc, Attn: General Counsel/VP of Corporate Affairs, 10182
Telesis Court, Suite 300, San Diego, CA 92121. Phone: 1.888.543.7223 http://www.activenetwork.com
This is a legal agreement ("Agreement") between you, the user, together with any company or other business entity you are representing, if any (collectively, the "Member") and The Active Network, Inc. ("Active"). This Agreement governs the access and use of all services for which Member registers and which are provided by or through Active’s Web Site and Active's online resources, including without limitation the eteamz Web site building and hosting services (collectively, the "Service"). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT PURCHASE, USE OR ACCESS THE SERVICE.
The Service is offered to Member conditioned upon Member's acceptance without modification of this Agreement. Member acknowledges that, from time to time, it may be necessary for Active to update or revise certain provisions of the Agreement. By joining Active and accepting this Agreement, Member agrees that Active may change the terms of the Agreement in its sole discretion without specific notice to Member. If Member does not agree to the changes proposed by Active, or to any terms in this Agreement, Member's sole and exclusive remedy is to cancel Member's Active account ("Member's Account"). Notwithstanding the foregoing, Active reserves the right to cancel, suspend or refuse access to the Service to anyone in its sole discretion. Unless explicitly stated otherwise, any new features or products that change, augment or enhance the current Service shall be subject to this Agreement.
Member shall not use the Service, in whole or in part, for any purpose that is unlawful or prohibited by this Agreement. Member agrees that Member will not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, frame in another web page, use on any other Web site, transfer, or sell any information, software, lists of users, databases or other lists, products or services provided through or obtained from the Service other than for use in creating a Web site ("Member Web Site") in accordance with this Agreement. This means, among other activities, that Member agrees not to engage in the practices of "screen scraping", "database scraping", or any other activity with the purpose of obtaining lists of users or other information. Member agrees that Member will not use the Service in any manner that could damage, disable, overburden, or impair the Service or interfere with any other party's use and enjoyment of the Service. Member may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Service. Except with the written permission of Active, Member agrees that Member will not access or attempt to access password protected, secure or non-public areas of the Service. If Member attempts to access prohibited areas of the Service, Member may be subject to prosecution.
Member hereby authorizes Active to charge Member's designated payment method in advance for all applicable fees incurred by Member in connection with Member's chosen Service and Member's Account. Member hereby acknowledges that in most cases, Active will be charging Member's designated payment method in accordance with the payment schedule of the Service for which Member has registered, but some charges may accumulate on Member's account before they are charged to Member's payment method. Member further acknowledges that it is Member's responsibility to provide accurate billing and payment information and keep this information up-to-date. You authorize Active to charge your payment method for these charges, to obtain updated account information directly from your credit card company and/or financial institution for facilitating any such authorized charges, as may be applicable, and to retain information about the payment method associated with your Account. If Active does not receive payment from your designated payment method, you agree to pay all amounts due upon demand by Active. All fees shall be paid in U.S. dollars.
Every time you use the Service, you reaffirm that (i) Active is authorized to charge your designated payment method; (ii) Active may submit charges incurred under your Account for payment; and (iii) you will be responsible for such charges, even if your membership is canceled or terminated.
Active reserves the right to change any fees (which includes but is not limited to, charging a fee for packages, options, upgrades and/or a Service for which Active does not currently charge a fee) or billing methods at any time, provided, however, that such modifications shall not take effect earlier than thirty (30) days after Active posts such modification on the Active Web Site. Active also has the right to collect applicable taxes and impose premium surcharges for some areas of the Service and these surcharges may apply immediately after Member registers for the Service. As set forth in Section 18 of this Agreement, Member may cancel any Service Upgrades or Member's Account at any time, but Active will not refund any remaining portion of Member's pre-paid fees when Member cancels such upgrades or Member's Account and Member may be charged a cancellation fee. The answer to many common billing questions can by found by going to http://help.eteamz.com/plus.html.
Member agrees to pay Member's Account balance on time. Member also agrees to pay any taxes, including sales or use taxes, resulting from Member's use of the Service. Amounts not paid by Member to Active when due will be assessed an additional 1.5% (or the highest amount allowed by law, whichever is lower) per month if Member's payment is more than thirty (30) days past due. That amount is also due immediately. Nonpayment of services will cause your Account to be deemed delinquent and Active may terminate or suspend your Account for nonpayment. Member is responsible and liable for any fees, including attorney and collection fees, that Active may incur in its efforts to collect any remaining balances due from Member. This Section 3 shall in no way limit any other remedies available to Active. Member also acknowledges and agrees that Member will be billed for and will pay any outstanding balances if Member cancels Member's Account or Member's Account is terminated. Member must notify Active of any billing problems or discrepancies within sixty (60) days after they first appear on Member's credit card account statement. If Member does not notify Active within sixty (60) days, Member waives any right to dispute such problems or discrepancies.
In order for Member to participate in the Service, Active will require
Member to provide specific information about Member and Member's
organization. If Member chooses to participate and build a Member Web
Site, Member agrees to provide true, accurate and complete information and
to refrain from impersonating or falsely representing Member's affiliation
with any person or entity. Member shall be responsible for maintaining the
confidentiality of Member's Account and password and shall be responsible
for any and all transactions by users given access to such account or
password and any and all consequences of use or misuse of such account and
password. Member shall be responsible for all actions by such users,
including without limitation former employees and former partners, and
shall indemnify Active for such actions as set forth in Section 13.
Any information supplied by Member upon registering for the Service and any other information about Member and/or Member's organization (collectively, "Member Data") is subject to Active's Privacy
Member hereby acknowledges that Active may, from time to time, establish general practices and limits concerning the use of the Service, including without limitation, (a) the maximum number of days that email messages, guest book entries, discussion board postings or other content posted on the Member Web Site will be retained by Active, (b) the maximum limits on bandwidth usage that will be allotted to Member, and (c) maximum limits on storage space. Any of the foregoing limits will be consistent with the Service (including any upgrades) for which Member has registered. Member agrees that Active has no responsibility or liability for the deletion or failure to store any content maintained or transmitted by the Service. Member further acknowledges and agrees that Active reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
The Active Web Site includes a number of venues such as Member Web sites and Web pages, Discussion Boards and/or other message or communication facilities designed to enable Members to disseminate and exchange thoughts and opinions to and with other users or the public. Although Active firmly believes in the value of free and open dissemination and exchanges, it is under no obligation, but does reserve the right, to monitor, pre-screen, or otherwise censor Member's thoughts and opinions. Therefore, Active cannot be responsible for the appropriateness, accuracy, sufficiency, correctness, veracity, completeness, or timeliness of such thoughts and opinions. Member acknowledges that Member should always use caution when posting any personally identifying information about Member or Member's associates on the Active Web Site, the Member Web Site, or any other user Web sites.
Member's right to use the Service is personal to Member and Member's organization and its employees (if applicable). Member, and not Active, is entirely responsible for all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("Member Content") posted via the Service. Member, and not Active, is also responsible for compliance with all laws, regulations and ordinances connected with all aspects of Member's use of the Service. Member shall not use the Service for any illegal purpose in violation of any local, state, federal or international law. Member must provide all required and appropriate warnings, information and disclosure, comply with all applicable laws and regulations, and take all other required and appropriate actions (collectively, "Information and Actions") in connection with Member's use of the Service. If the Service does not provide adequate facility or features for Member to provide such Information and Actions, then Member shall not use the Service.
Active does not control the Member Content posted via the Service and as such, does not guarantee the accuracy, integrity or quality of such content. Active reserves the right, but is not obligated to review the Member Content posted via the Service and to refuse or remove any such materials in its sole discretion, without notice at any time. Active also reserves the right to disclose any information or materials as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or remove any information or materials, in whole or in part, from the Member Content in Active's sole discretion. With respect to the content on the Member Web Site, Member agrees not to:
For Member's convenience, the Service, which includes the Active Web Site, contains products, services, content and information from third party providers (which includes advertisers and affiliates) and/or links to their Web sites ("Third Party Content"). Such Third Party Content is not under the control of Active and Active is not responsible for such content, including, without limitation, any link contained in such content, or any changes or updates to such content. Active is under no obligation, but does reserve the right to pre-screen Third Part Content available on the Service and does not assume any responsibility or liability for the content provided by others. Active is providing such Third Party Content to Member only as a convenience, and the inclusion of such content does not imply endorsement by Active of such content or the affiliate or advertiser. Member may be subject to additional and/or different terms, conditions, and privacy policies when using third party products, services, content, software, or sites. Active does reserve the right to remove content that, in Active's judgment, does not meet its standards, but Active is not responsible for any failure or delay in removing such material.
Active is not and will not be responsible for (i) the terms and conditions of any transaction between Member and any third party, (ii) any insufficiency of or problems with any such third party's background, insurance, credit or licensing, or (iii) the quality of services performed by any such third party or any other legal liability arising out of or related to the performance of such services. In the event that Member has a dispute with any such third party, Member releases Active (and its affiliates, suppliers, agents and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
MEMBER EXPRESSLY UNDERSTANDS AND AGREES THAT: (A) MEMBER'S USE OF THE
SERVICE IS AT MEMBER'S SOLE RISK. ACTIVE AND ITS SUPPLIERS PROVIDE THE
SERVICE, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS AND
INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE SERVICE, THE ACTIVE
WEB SITE AND THE MEMBER WEB SITE "AS IS" AND WITHOUT ANY
WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, TITLE AND NON-INFRINGEMENT.
(B) ACTIVE AND ITS SUPPLIERS MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET MEMBER'S REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, AND (iii) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY MEMBER THROUGH THE SERVICE WILL MEET MEMBER'S EXPECTATIONS.
(C) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE, THE ACTIVE WEB SITE OR MEMBER WEB SITES IS DONE AT MEMBER'S OWN DISCRETION AND RISK, AND MEMBER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO MEMBER'S COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
IN NO EVENT SHALL ACTIVE AND/OR ITS SUPPLIERS BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL OR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF USE, DATA OR PROFITS (HOWEVER ARISING, INCLUDING NEGLIGENCE) EVEN IF ACTIVE OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES, ARISING OUT OF OR IN CONNECTION WITH (A) THE USE OR INABILITY TO USE THE SERVICE, (B) THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, (C) FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SERVICE OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICE, (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE, OR (E) ANY OTHER MATTER RELATING TO THE SERVICE. SOME STATES DO NOT ALLOW THE LIMITATION OF LIABILITY, SO THE FOREGOING LIMITATION MAY NOT APPLY TO MEMBER. IN NO EVENT SHALL ACTIVE'S AGGREGATE LIABILITY TO MEMBER AND/OR ANY THIRD PARTY ARISING FROM OR RELATING TO THIS AGREEMENT EXCEED THE AMOUNT MEMBER ACTUALLY PAYS TO ACTIVE UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRECEDING THE DATE THE CLAIM AROSE OR $500.00, WHICHEVER IS LESS. Without limiting the foregoing, neither Active nor its suppliers is responsible for any of Member's data residing on the Service or Active's suppliers' hardware. Member is responsible for backing-up Member's data and information that may reside on the Service or Active's suppliers' hardware, whether or not such information is produced through the use of the Service. It is Member's responsibility to take the necessary steps to ensure that Member's primary means of business is maintained (if applicable).
Active does not claim ownership of the Member Content that Member provides to Active and/or places on the Member Web Site. However, Member grants Active a worldwide, royalty-free, non-exclusive license to (i) host, use, reproduce, modify, distribute, transmit, combine with information provided by third parties, and publicly display the Member Content on and through the Service and in Active's promotional or advertising materials (only for the limited purpose of promoting the Service), and (ii) sublicense to third parties such Member Content to the extent necessary for the creation and maintenance of, in part or in whole, such Web sites. No compensation will be paid or due Member with respect to Active's or its sub licensee’s use of the materials as licensed above. By posting messages, uploading files, inputting data, submitting any feedback or suggestions, or engaging in any other form of communication with or through any Member Web site, Member warrants and represents that Member owns or otherwise controls the rights necessary to do so and to grant Active the license set forth above, and, pursuant to the terms set forth in Section 13, Member will defend and indemnify Active and its suppliers from any third party claim related to a breach of any of the foregoing representations and warranties.
Member acknowledges and hereby agrees that the Service and any software used in connection with the Service (the "Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. Member further acknowledges and agrees that content contained in sponsor advertisements or information presented to Member through the Service, advertisers and/or Discussion Boards is protected by applicable copyrights, trademarks, service marks, patents and other proprietary rights and laws.
Active provides Member with a non-exclusive, non-transferable, limited license to use the Software, which Member agrees to use in accordance with this Agreement. Member may not sub-license or charge others to use or access the Software without first obtaining written permission from Active. The Software is owned by Active and/or its suppliers and is protected to the maximum extent permitted by copyright laws and international treaty provisions. Any reproduction, modification, creation of derivative works from or redistribution of the Software is expressly prohibited, and may result in severe civil and criminal penalties. The Software, its structure, sequence and organization and source code are considered trade secrets of Active and its suppliers and are protected by trade secret laws. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCING THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED. MEMBER MAY NOT DECOMPILE OR DISASSEMBLE, REVERSE ENGINEER OR OTHERWISE ATTEMPT TO DISCOVER ANY SOURCE CODE CONTAINED IN ANY SOFTWARE PROVIDED HEREUNDER.
Member agrees to indemnify and hold Active and its suppliers, affiliates, partners, subsidiaries and employees (collectively, the "Indemnified Parties") harmless from any and all claims and demands, losses, liability costs and expenses (including, but not limited to, reasonable attorneys' fees), incurred by an Indemnified Party arising out of or related to (i) Member's breach of this Agreement; (ii) any information (including but not limited to Member Data and Member's publicly posted information) submitted, posted, or otherwise provided by Member at the Member Web Site and/or to Active and/or its affiliates; (iii) any dispute or litigation between an Indemnified Party and a third party caused by Member's actions; and (iv) Member's negligence or violation or alleged violations of any rights of another. These obligations will survive any termination of Member's relationship with Active or Member's use of the Service. To the fullest extent permitted by law, the foregoing indemnity will apply regardless of any fault, negligence, or breach of warranty or contract of Active and/or its suppliers, affiliates, partners, subsidiaries and employees.
All materials of the Service and the Software (as well as the organization and layout of the Active Web Site) are owned and copyrighted or licensed by Active, its affiliates or its suppliers. All rights reserved. No reproduction, distribution, or transmission of the copyrighted materials of the Service, which includes the Active Web Site and/or the Software, is permitted without the written permission of Active. Any rights not expressly granted herein are reserved.
Active reserves the right, at its sole discretion, to, at any time, modify, or discontinue the Service, temporarily or permanently, (or any part thereof), including the imposition of limits on certain features and services or restriction of access to parts or all of the Service, with or without notice. Member agrees that Active shall not be liable to Member or to any third party for any modification, suspension or discontinuance of the Service. Member further agrees that Active shall have the right to remove any Element from the Member Web Site, with or without notice to Member, at any time at Active's sole discretion, if Active discontinues offering the Element for any reason. If Member does not agree to any such modifications, Member's sole and exclusive remedy is to cancel Member's Account.
Active may terminate Member's Web Site and/or Member's Account if Active determines, in Active's sole discretion, to discontinue offering the Service. Additionally, Active, in its sole discretion, may terminate Member's Web Site, Member's Account or Member's use of the Service for any reason, including, without limitation, (i) if Member breaches this Agreement, (ii) if Active is unable to verify or authenticate any information that Member provides to Active, or (iii) if Active believes that Member has violated or acted inconsistently with the spirit of this Agreement. If Active terminates Member's Account pursuant to (i), (ii) or (iii) above, Member will forfeit all credits, pre-paid fees, and any other amounts accruing to Member, if any, and Active shall not be required to refund, redeem, or pay amounts to Member upon such termination.
Upon termination of Member's Account for any reason, Member shall remain liable for and Active reserves the right to (a) collect all charges, fees, commitments and obligations incurred or accrued by Member; (b) delete any Member Content, listings, messages or other information in connection with Member's account; (c) prohibit Member's access to Member's Account, including without limitation by deactivating Member's password; and (d) refuse Member future access to the Service. In no event shall Active be required to refund, redeem, or pay amounts to Member upon termination of Service.
Member may cancel Member's Account by sending an email to Customer Support or editing service feature(s) within the Account section of the Admin PLUS folder. Member will receive a cancellation confirmation via email after Active processes Member's cancellation request. Active reserves the right to collect fees, surcharges or costs incurred before Member cancels Member's Account in addition to the applicable cancellation fee(s).
Statements, notices and other communications to Member may be made by mail, email, postings within Member's account or other reasonable means. Active may also provide notices of changes to the Agreement or other matters by displaying notices or links to notices generally on the Active Web Site. Member should refer to the Member Support page of the Active Web Site for information on how to contact and/or provide notice to Active.
Member agrees that any dispute or claim arising out of or related to the Service or this Agreement, or the interpretation, making, performance, breach or termination thereof, shall be finally settled by binding arbitration in San Diego County, California under the American Arbitration Association Rules by one arbitrator appointed in accordance with said Rules. The proceedings shall be conducted and all evidence shall be offered in the English language. Member agrees that any claim against Active must be filed within one (1) year of the time such claim arose, regardless of any law to the contrary, otherwise such claim will be barred forever.
Notwithstanding the above, Active may apply to any court of competent jurisdiction (i) for a temporary restraining order, preliminary injunction or other interim or conservatory relief as necessary, including without limitation for breach of Section 13 (Active Proprietary Rights/Software License) or (ii) to collect fees due and owing from Member pursuant to this Agreement, without breach of this arbitration agreement and without any abridgment of the powers of the arbitrator.
This Agreement shall be governed in all respects by the laws of the State of California, U.S.A. Such law shall be applied by the arbitrator to the merits of any dispute or claim. For any non-arbitral action or proceeding arising out of or related to the Service or this Agreement, both parties submit to sole and exclusive jurisdiction and venue in the courts located in San Diego County, California and further agree that any such action or proceeding shall be brought in a court in San Diego County, California.
A printed version of this Agreement shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Active's failure to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. Member shall not assign this Agreement or any rights or obligations hereunder, by operation of law or otherwise, without prior written approval of Active, and any such attempted assignment shall be void. Active shall have the right to freely assign this Agreement, and its rights and obligations hereunder, to any third party without requiring the consent or notice of Member. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefits of the parties hereto, their successors and permitted assigns. This Agreement sets forth the entire understanding and agreement between Active and Member with respect to the subject matter hereof. The section and subsection titles in the Agreement are for convenience only and have no legal or contractual effect. Each party is an independent contractor and not an agent or representative of any other party. No party shall have any right or authority to create any obligation or make any representation or warranty in the name or on behalf of any other party. This Agreement shall not be interpreted or construed to create an association, joint venture or partnership between the parties or to impose any partnership obligation or liability upon any party. The parties acknowledge and agree that this Agreement may be entered into electronically, and without the necessity of written signatures.
The services hereunder are offered by The Active Network Inc., located at 10182 Telesis Court, Suite 300, San Diego, CA 92121
Under California Civil Code Section 1789.3, California Members are entitled to the following specific consumer rights information:
- Current rates for using the Service may be obtained by going to the pricing schedule on the Active Web Site located at http://eteamz.active.com/plus/PLUS_pricing.cfm. Active reserves the right to change any fees, surcharges, and/or monthly Member fees or to institute new fees at any time.
- The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1020 N. Street, #501, Sacramento, CA 95814, or by telephone at 1-916-445-1254.
Please report any violations of this Agreement to our customer support group
MEMBER ACKNOWLEDGES THAT MEMBER HAS READ THIS AGREEMENT AND ALL RELATED SITE SCREENS REFERENCED AND INCORPORATED IN THIS AGREEMENT AND THAT MEMBER AGREES TO ALL ITS TERMS AND CONDITIONS. MEMBER HAS INDEPENDENTLY EVALUATED ALL ASPECTS OF THIS AGREEMENT AND THE DESIRABILITY OF ENTERING INTO THE TRANSACTIONS CONTEMPLATED IN THIS AGREEMENT AND IS NOT RELYING ON ANY REPRESENTATION, GUARANTEE OR STATEMENT OTHER THAN THOSE EXPRESSLY SET FORTH IN THIS AGREEMENT.