By visiting and/or using our Website, you agree to the following Terms and Conditions (“Terms & Conditions”). From time to time, in our sole discretion, these Terms and Conditions may be changed, modified, or updated. You should check these Terms & Conditions periodically for such changes, modifications, and updates. By using this Website, you are agreeing to and accepting these Terms and Conditions and any changes, modifications, or updates posted, whether or not you have reviewed them. If you do not agree and accept these Terms & Conditions, do not use this Website.
Scope of Terms & Conditions
Unless we indicate otherwise, these Terms & Conditions apply to your use of the websites which are owned or operated by College Savings Holding, Inc. (“CSH”) and its affiliates (collectively, “we,” “us,” or “our”), including, without limitation, this website and any other website that we may own or operate currently or in the future (collectively, this “Website”).
General
By using this Website, you agree to be legally bound and to abide by these Terms & Conditions, as they govern your use of this Website and create a legal agreement between you and CSH. Violations of these Terms & Conditions, including unauthorized use of this Website, may be investigated and appropriate legal action may be taken, including civil, criminal, and injunctive redress. You agree that monetary damages may not provide a sufficient remedy to CSH for violations of these Terms & Conditions, and you consent to injunctive or other equitable relief for such violations. You understand and agree that in our sole discretion and for any reason whatsoever, or for no reason, and without prior notice, we may terminate your access to this Website or discontinue, modify or alter any aspect of the Website, including, but not limited to: (a) restricting the time the Website is available, (b) restricting the amount of use permitted, and (c) restricting or terminating any user’s right to use the Website. You agree that we shall not be liable to you or any third party for any termination or cancellation of your access to, or use of, this Website. These Terms and Conditions may be supplemented with additional terms and conditions pertaining to specific content, activities, events, sweepstakes, etc. (“Additional Terms”). Such Additional Terms may be placed on this Website, and you understand and agree that such Additional Terms are hereby incorporated by reference into these Terms & Conditions.
Intellectual Property
Provided that you agree to and accept without modification these Terms and Conditions, we grant you a personal, non-exclusive, non-assignable, and non-transferable license to visit and view this Website and pages hereof for your own personal, non-commercial use only. You acknowledge that this Website may contain information, software, photos, video, text, graphics, music, sounds, questions, creative suggestions, messages, comments, feedback, ideas, notes, drawings, articles and other materials (collectively, “Material”) that are protected by copyrights, patents, trademarks, trade secrets and/or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. All Material is protected by U.S. and international copyright, trademark, and other intellectual property laws, and is owned, controlled, or licensed by CSH or its affiliates. Our commercial partners, suppliers, advertisers, sponsors, licensors, contractors and other third parties may also have additional proprietary rights in the Material which they make available on this Website. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, create derivative works from, license or sublicense, assign or otherwise transfer the limited license granted herein or any of the Material in whole or in part. You may not link to or frame the Material, this Website, or any portion thereof, for any purpose unless specifically authorized in writing by us, provided that nothing herein grants you any license, express or implied, to use any of our federal or common-law trademarks except as such trademarks may be embedded in the link itself. Moreover, you may not visit or use this Website to appropriate our trademarks or trade dress and/or to copy or imitate the “look and feel” of this Website, or any portions thereof, for any reason. When Material is downloaded to your computer or device, you do not obtain any ownership interest in such Material.
Registration and User Security
If you choose not to register on this Website, there may be certain features of the Website you will not be able to access. You represent and warrant that the registration information you provide on this Website is and will remain true, accurate, and complete. Without limiting any other provision of these Terms & Conditions, if you provide any information that is untrue, inaccurate, or incomplete, or we have reasonable grounds to suspect that such is the case, you understand and agree that we reserve the right to suspend or terminate your user account and terminate or restrict any and all current or future use of our Website (or any portion thereof). You agree not to register for more than one account, create an account on behalf of someone else without their consent, or create a false or misleading identity on this Website.
You are entirely responsible for the security and confidentiality of your password and account information. Furthermore, you are solely responsible for any and all activities that occur under your account. You agree to immediately notify us of any unauthorized use of your account or any other known or suspected breach of security with regard to your use of this Website, including loss, theft, or unauthorized disclosure of your or anyone else’s password.
Privacy
We are committed to protecting your privacy and security. For more information, you should review our Privacy Policy, which is incorporated into these Terms & Conditions by this reference.
Website Forum Guidelines
We may offer discussion forums, blog opportunities and other Website features (“Forums”) where you and other users can submit content for public or private viewing (“Forum Content”) to facilitate your socializing and networking with others. You agree that all Forum Content, whether such Forum Content is requested by us or others or posted voluntarily, and whether publicly posted or privately transmitted to or on our Forums are the sole responsibility of the individual or entity from whom such Forum Content originated. That means that you (and not CSH or its affiliates) are entirely responsible for all Forum Content that you submit on the Forums or elsewhere on the Website. You understand and agree that we do not control or guarantee the accuracy, completeness, usefulness, integrity, or quality of Forum Content. You understand and agree that by using this Website, you may be exposed to Forum Content that is offensive, indecent, or objectionable. Under no circumstances will we be liable in any way for any Forum Content, including errors or omissions in any Forum Content, or for any loss or damage of any kind incurred as a result of the use of any Forum Content submitted via this Website.
You agree that you will not use a Forum or this Website to:
Upload, post, email or otherwise transmit or make available any Forum Content or other materials that are unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, racially or otherwise hateful, or otherwise objectionable (in our sole discretion);
Harm minors in any way, or solicit or otherwise attempt to gain any information from a minor;
Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with CSH, or our affiliates or any other person or entity;
Upload, post, email or otherwise transmit any Forum Content or other materials that you do not have a right to upload, post, email or otherwise transmit under any law or under contractual or fiduciary relationships (such as insider information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
Forge headers or otherwise manipulate identifiers in order to disguise the origin of any Forum Content or other materials transmitted to or through this Website;
Upload, post, email or otherwise transmit any Forum Content or other materials that infringe any copyright, trademark, patent, trade secret, or other proprietary rights of any party;
Upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of commercial solicitation;
Upload, post, email or otherwise transmit any Forum Content or other materials that contain software viruses or any other computer code, files or programs designed to spy upon, interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
Disrupt the normal flow of dialogue or otherwise act in a manner that negatively affects or otherwise diminishes the quality of another user’s experience on this Website;
Interfere with or disrupt the Forums or this Website, related services, or servers or networks connected thereto, or disobey any requirements, procedures, policies or regulations of networks connected to the Website or related services;
Intentionally or unintentionally violate any applicable local, state, national or international law or any regulations having the force of law;
Stalk or otherwise harass another;
Solicit, collect or post personal data or attempt to solicit, collect or post personal data about other users of this Website, including user names or passwords; or
Access or attempt to access another user’s account without his or her consent.
Your privilege to use and/or access the Website (including the Forums) and contribute to discussions in the Forums depends on your compliance with the standards of conduct guidelines set forth above. We may revoke your privileges to use and/or access all or a portion of this Website or the Forums and/or take any other appropriate measures to enforce these standards and conduct guidelines if violations are brought to our attention. Further, if you fail to adhere to these standards and conduct guidelines, or any part of these Terms & Conditions, we may terminate, in our sole discretion, your use of, or participation in this Website or the Forums. You acknowledge that we may or may not, but have no obligation to, pre-screen Forum Content, but that we will have the right in our sole discretion, for any reason whatsoever (or for no reason) to pre-screen, refuse, move, or remove any Forum Content that is available via this Website. Without limiting the foregoing, we may remove any Forum Content that violates these Terms & Conditions or is otherwise objectionable in our sole discretion. You acknowledge that by providing you with the ability to distribute Forum Content in the Forums, we are acting as a passive conduit for such distribution, and we are not undertaking any obligation or liability relating to any Forum Content or activities in the Forums, nor do we endorse any such Forum Content. We are not responsible for maintaining a copy of any material we remove from our Website, and we are not liable for any loss you incur in the event that Material you post or transmit to this Website or Forums is removed.
Submissions
We assert no ownership rights over the Material you post, transmit, or otherwise make available for inclusion on the Forums or elsewhere on this Website (“Submissions”). With respect to such Forum Content, however, you grant CSH and its affiliates a worldwide, royalty-free, perpetual, irrevocable, non-exclusive license (and consent) to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, communicate to the public, perform and display any Submissions (in whole or in part and with or without the use of your name, voice, or image) and to incorporate the Submissions in other works in any form, media, or technology now known or later developed, for the full term of any copyrights, trademarks and other intellectual property rights (collectively, the “Rights”) that may exist in such Submissions. Such license will survive the termination, for any reason, of these Terms & Conditions.
You also warrant that, to the extent you are not the exclusive holder of all Rights in a Submission, any third party holder of any Rights, including moral rights in such Submissions, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You further acknowledge that we and our successors and assigns shall be entitled to unrestricted use of the Submissions for any purpose whatsoever, commercial or otherwise, without compensation to the provider of the Submissions. You also permit any user to access, display, view, store and reproduce any Submission that you have made available on the Website for personal use. None of the Submissions shall be subject to any obligation of confidence on our part, and we shall not be liable for any use or disclosure of any Submissions.
Partner Sites and Third Party Sites
These Terms & Conditions apply only to this Website, and not to the websites of any other person or entity. We partner with a range of other websites by sharing site content in the form of a co-branded education portal section of the partner’s site. The content and data of these co-branded sites may be stored on our servers, and these co-branded sites are covered by these Terms & Conditions. Notwithstanding the foregoing, this Website may reference or link to other third-party websites (“Third Party Sites”). We have no control over Third Party Sites or the content on or within them. Accordingly, we cannot and do not guarantee, represent or warrant that the content contained on such Third Party Sites is accurate, legal and/or inoffensive. These Terms and Conditions do not extend to your use of Third Party Sites, and your use of Third Party Sites is solely at your own risk. You further acknowledge and agree that, under no circumstances, will we be held responsible or liable, directly or indirectly, for any loss or damage that is caused or alleged to have been caused to you in connection with your use of, or reliance on, any Material, advertisements, products or other resources available on any Third Party Site. You should carefully review the Terms and Conditions of any such Third Party Sites and contact such sites directly with any questions or concerns.
Third Party Products and Services
You may order services, merchandise or other products through our Website from other parties (collectively, the “Third Party Sellers”). All matters concerning the services, merchandise and other products desired from the Third Party Sellers, including, but not limited to, purchase terms, payment terms, warranties, guarantees, maintenance and delivery, are solely between you and the Third Party Sellers. We make no warranties or representations whatsoever with regard to any services, merchandise and other products provided by the Third Party Sellers. You will not consider us (and we will not be construed as) a party to such transactions, whether or not we may have received some form of revenue or other remuneration in connection with such transactions, and we will not be liable for any costs or damages arising out of, either directly or indirectly, you or any other person involved or related to the transactions.
DMCA Notice of Alleged Infringement
We respect the intellectual property of others and require that you do the same. We may, in our discretion, terminate the rights of any user to use this Website (or any part thereof) who infringes the intellectual property rights of others. In accordance with the Digital Millennium Copyright Act (the “DMCA”), we will respond expeditiously to notices of alleged copyright infringement that are duly reported as set forth in the Notice described below (the “Notice”). If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please send Notice to CSH at help@thegradcafe.com, and include the following information:
Identify the copyrighted work that you claim has been infringed, or — if multiple works are covered by this Notice — you may provide a representative list of the copyrighted works that you claim have been infringed;
Identify the material or link you claim is infringing and provide a description of where the infringing work is located on this Website;
Provide your mailing address, telephone number and e-mail address;
Include both of the following statements in the body of the Notice:
I hereby state that I have a good-faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., fair use); and
I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed; and
Provide your full legal name and your electronic or physical signature (or of the person authorized to act on behalf of the copyright owner).
While we consider all such Notices seriously, you may be liable for damages (including costs and attorneys’ fees) if you materially misrepresent that content or activity is infringing. Accordingly, if you are uncertain whether Material infringes your copyrights (including whether use of copyrighted material may constitute fair use) you may wish to seek the advice of an attorney. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send us a counter-notice.
Disclaimers of Warranties
THE PRODUCTS, OFFERINGS, CONTENT AND MATERIALS ON THIS WEBSITE AND CO-BRANDED WEBSITES ARE PROVIDED ON AN "AS IS" BASIS, WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED, OR STATUTORY. WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY SORT WITH RESPECT TO THIS WEBSITE OR THE PRODUCTS OR SERVICES OFFERED ON OR LINKED FROM THIS WEBSITE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, COMPATIBILITY, SECURITY, ACCURACY OR NON-INFRINGEMENT. NEITHER CSH NOR ANY OF OUR AFFILIATES, SERVICE PROVIDERS OR PARTNERS MAKE ANY REPRESENTATION THAT THIS WEBSITE OR ANY FUNCTION CONTAINED IN THIS WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS WEBSITE OR THE SERVERS THAT MAKE THIS WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY PRODUCT, OFFERING, CONTENT AND MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THIS WEBSITE IS DONE AT YOUR SOLE RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH PRODUCT, OFFERING, CONTENT OR MATERIAL. NEITHER CSH NOR ANY OF OUR AFFILIATES, SERVICE PROVIDERS OR PARTNERS WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE PRODUCTS, OFFERINGS, CONTENT AND MATERIALS IN THIS WEBSITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. FURTHER, PLEASE NOTE THAT NO ADVICE OR INFORMATION, OBTAINED BY YOU FROM OUR PERSONNEL OR THROUGH THIS WEBSITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY PROVIDED FOR IN THESE TERMS & CONDITIONS.
Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT IN NO EVENT SHALL WE OR OUR AFFILIATES BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES ARISING OUT OF, OR IN ANY WAY CONNECTED WITH: (A) THE USE OF THIS WEBSITE OR ANY CO-BRANDED WEBSITES; (B) DELAY OR INABILITY TO USE THIS WEBSITE; (C) ANY INFORMATION AND/OR MATERIAL ON THIS WEBSITE OR ANY WEBSITE LINKED TO THIS WEBSITE; OR (D) ANY PRODUCTS OR SERVICES PURCHASED DIRECTLY FROM THIS WEBSITE OR THROUGH A LINK ON THIS WEBSITE; OR OTHERWISE ARISING OUT OF THE USE OF THIS WEBSITE, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. EXCEPT AS OTHERWISE SPECIFICALLY AND EXPRESSLY SET FORTH ON THIS WEBSITE, NEITHER WE NOR OUR AFFILIATES WILL BE RESPONSIBLE OR LIABLE FOR ANY: (I) INACCURACIES IN THE INFORMATION ON THIS WEBSITE OR (II) UNAVAILABILITY OF PRODUCTS OR SERVICES OBTAINED THROUGH THIS WEBSITE OR LINKS ON THIS WEBSITE. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING OUR WEBSITE. IF YOU ARE DISSATISFIED WITH ANY PORTION OF OUR WEBSITE, OR WITH ANY OF THESE TERMS & CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS THE DISCONTINUATION OF YOUR USE OF THIS WEBSITE. IF ANY PORTION OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
Indemnification
You agree to indemnify, hold harmless and, at our option, defend CSH and our affiliates, and our and their officers, directors, managers, employees, stockholders, members, agents and representatives from any and all third party claims, liabilities, damages and/or costs (including, but not limited to, reasonable attorneys’ fees and expenses) arising from: (a) your use of and access to this Website or our products or offerings, (b) your violation of these Terms & Conditions, (c) your violation or infringement of any third-party right, including any copyright, trademark, trade secret, or privacy right or content available on this Website. This indemnification provision shall survive these Terms & Conditions and your use of this Website.
Governing Law and Choice of Forum
These Terms & Conditions and your visitation to and use of this Website shall be governed by and construed in accordance with the laws of the State of Florida, without giving effect to any principles of conflicts of law. By your visitation to and use of this Website, you expressly agree to be subject to the exclusive jurisdiction and venue of the Federal and State courts located in Miami-Dade County, Florida.
Jurisdictional Use of Website
Use of this Website is unauthorized in any jurisdiction that does not give full effect to all provisions of these Terms & Conditions, including without limitation Section 14 and the warranty disclaimers and liability exclusions above. We have endeavored to comply with all legal requirements known to us in creating and maintaining this Website, but make no representation that Material on this Website are appropriate or available for use in any particular jurisdiction. Use of this Website is unauthorized in any jurisdiction where all or any portion of this Website may violate any legal requirements, and you agree not to access this Website in any such jurisdiction. You are responsible for compliance with applicable laws. Any use in contravention of this provision or any provision of these Terms & Conditions is at your own risk.
Miscellaneous Terms
In any action against us arising from the use of this Website, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable attorneys’ fees.
If any provision of these Terms & Conditions shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms & Conditions and shall not affect the validity and enforceability of any remaining provisions. These Terms & Conditions, together with the Privacy Policy and any Additional Terms (if applicable), are the entire agreement between you and us relating to the subject matter herein. These Terms & Conditions may be modified only by our posting of changes to these Terms & Conditions on this Website, or by written agreement of both parties. Each time you access this Website, you will be deemed to have accepted any such changes.
We may assign our rights and obligations under these Terms & Conditions. These Terms & Conditions will insure to the benefit of our successors, assigns and licensees. The failure of either party to insist upon or enforce the strict performance of the other party with respect to any provision of these Terms & Conditions, or to exercise any right under the Terms & Conditions, will not be construed as a waiver or relinquishment to any extent of such party’s right to assert or rely upon any such provision or right in that or any other instance; rather, the same will be and remain in full force and effect.
If you have any questions, please contact CSH at help@thegradcafe.com. Please include the words “Terms & Conditions” in the subject line of your email.