As a condition of using the applications, Member agrees to the terms set forth below.
USE OF WEB SITE APPLICATIONS
Member agrees, represents and warrants that it shall use the applications for lawful purposes only. Member agrees, represents and warrants to the Institute that, in connection with the use of any and/or all applications, Member will not engage in any unlawful conduct or communication or otherwise engage in any conduct or communication prohibited by the terms of this Agreement.
By way of illustration and not limitation, Member agrees, represents and warrants to the Institute as follows:
- Member shall not use the Web site applications in any manner which would violate or infringe upon the rights of others or which would be unlawful, conspiring, threatening, abusive, harassing, fraudulent, libelous, defamatory, invasive of public or private rights, vulgar, obscene, indecent, or otherwise objectionable or which encourages conduct that would constitute a criminal offense, give rise to a civil liability or violate any other law, including without limitation, state and federal antitrust laws. With respect to antitrust laws, messages should not be posted if they encourage or facilitate members to arrive at any agreement which either expressly or impliedly leads to price fixing, a boycott of another's business, or other conduct which is intended to illegally restrict free trade. By way of illustration and not limitation, messages which encourage or facilitate an agreement about the following subjects are inappropriate: prices, discounts or terms or conditions of sale; salaries; profits, profit margins or cost data; market shares, sales territories or markets; allocation of customers or territories; or selection, rejection or termination of customers or suppliers.
- Member shall not use the Web site applications in any manner which would violate or infringe upon any common law or statutory rights of any third party, including without limitation, any intellectual property rights (including without limitation any copyright or trade secret rights) or any contractual rights, violate the right of privacy or publicity, or constitute the invasion or infringement of any other personal property right, of any third person, firm, corporation, or other entity.
- Member shall not upload files that contain viruses, corrupted files, or any other software, programs, or materials that may damage the operation of another's computer. Member further agrees that any material downloaded or otherwise obtained through the use of the Web site applications is done at Member's own discretion and risk and that Member will be solely responsible for any damage to Member's computer system or loss of data that results from the download of such material and/or data.
- If required for the use of any portion of the applications, Member shall choose a username and/or password. Member shall bear the sole responsibility for maintaining the confidentiality of his username and/or password. Member shall bear the sole responsibility for any and all activities that occur under his username and/or password. Member agrees to notify the Institute immediately of any unauthorized use of his username and/or password.
- Member shall not use the e-mail service provided by the Institute for the sending of surveys, contests, pyramid schemes, chain letters, junk e-mail, spamming or and duplicative or unsolicited messages, commercial or otherwise. Member shall also not advertise or offer to buy or sell any goods or services for any commercial purpose, restrict or inhibit any other user from using the applications, harvest or otherwise collect information about other Members, including e-mail addresses or create a false identity within the applications for the purpose of misleading others.
- Member shall not not use the Website in any manner that could damage, disable, overburden, or impair the Website (or the network(s) connected to the Website) or interfere with any other party's use and enjoyment of the Website. You may not, nor may you allow others to, directly or indirectly, attempt to or actually disrupt, impair or interfere with, alter or modify the Website or any content, except for content that you have uploaded to your account. You may not, nor may you allow others to, directly or indirectly, collect or attempt to collect any information about other users of this Website including, but not limited to, passwords, account or other information.
STORAGE SPACE LIMITATIONS AND SPAM
The amount of storage space available to each Member within the e-mail system is limited. Some messages may not be processed due to space constraints or outbound message limitations. Member agrees that the Institute is not responsible or liable for the deletion of or failure to store any message or other information.
The Institute will immediately terminate the e-mail account of any Member it believes, in its sole and absolute discretion, is transmitting or is otherwise connected with any spam or other unsolicited bulk e-mail. Member agrees that actual damages to the Institute from Member’s transmission of spam or other bulk e-mail may be difficult to quantify. To the extent they can be determined, Member agrees to pay the Institute actual damages. If such actual damages cannot be reasonably determined, Member agrees to pay the Institute liquidated damages of five ($5) dollars for each piece of spam or unsolicited bulk e-mail transmitted from or otherwise connected with Member’s e-mail account through The Institute’s Web site.
Member acknowledges that The Wisconsin Institute’s Web site is a public and not a private communications method. Member further authorizes and acknowledges that the Institute may, but is not required to, monitor the Member's use of the applications for any purpose. Member further acknowledges that the content of communications by Members through the Institute’s Web site is not endorsed or approved by the Institute. The Institute reserves the right in its sole discretion and for any reason to remove without notice any contents of the communications received from Members, including without limitation, bulletin board postings.
DISCLOSURE OF MEMBER INFORMATION
We reserve the right to disclose your personally identifiable information as required by law and when we believe that disclosure is necessary to protect our rights and/or to comply with a judicial proceeding, court order, or legal process.
Member hereby agrees to indemnify and hold harmless the Institute, its agents, employees, successors and assigns, from and against any and all liability, actions, demands, losses, damages (including without limitation direct, indirect, actual, general, incidental, special, lost profits, or consequential), injuries, costs, expenses (including attorney fees and court costs), or claims of any and every kind whatsoever, paid, incurred, or suffered by, or asserted against, the Institute, its agents, employees, successors and assigns, arising out of, or associated in any manner with Member's violation of any term of this Agreement or Member's use or misuse of the Web site applications due to Member's inadvertence, negligence, gross negligence, recklessness, intentional actions, or any breach whatsoever of any term of this Agreement, and shall reimburse and fully pay the Institute for any such loss and expenses. If requested by the Institute, Member shall assume without expense or cost to the Institute, the defense of any such claims or actions.
DISCLAIMER OF WARRANTIES
The Institute’s Web site and its applications are provided as a service, intended to be a useful tool for the Member. Any opinions and advice circulated through the applications are those of the person posting the message and not of the Institute. Members are responsible for conducting appropriate research to determine the accuracy of the information provided, and no Member may rely on any such information obtained through the Member's use of the applications. THE INSTITUTE MAKES NO WARRANTIES OR REPRESENTATIONS REGARDING THE ACCURACY OR CORRECTNESS OF ANY INFORMATION PROVIDED THROUGH THE APPLICATIONS AND ACCEPTS NO LIABILITY FOR DAMAGES OF ANY KIND RESULTING FROM RELIANCE ON THE INFORMATION PROVIDED THROUGH ANY FEATURE OF THE APPLICATIONS.
MEMBER USES THE WEB SITE AND ITS APPLICATIONS AT HIS/HER OWN RISK AND ACKNOWLEDGES THAT THEY ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH NO REPRESENTATIONS OF ANY KIND BY THE INSTITUTE THAT THE WEB SITE APPLICATIONS WILL BE UNINTERRUPTED, TIMELY, SECURE, ACCURATE, OR RELIABLE.
THE INSTITUTE MAKES NO REPRESENTATION OR ENDORSEMENT WITH RESPECT TO ANY OTHER WEB SITE WHICH IS OPERATED BY THIRD PARTIES AND WHICH MAY BE ACCESSIBLE BY HYPERLINK THROUGH THE WEB SITE AND IS NOT RESPONSIBLE FOR THE CONTENT OF SUCH OTHER WEB SITES.
THE INSTITUTE MAKES NO REPRESENTATION OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, AND NON-INFRINGEMENT, WITH RESPECT TO THE WEB SITE APPLICATIONS, ITS USE, OPERATION, OR SUPPORT, OR IN ANY OTHER REGARD.
LIMITATION OF LIABILITY
YOU AGREE THAT WICPA AND ITS PROVIDERS SHALL NOT BE LIABLE FOR ANY DAMAGE, LOSS, OR EXPENSE OF ANY KIND ARISING OUT OF OR RESULTING FROM YOUR POSSESSION OR USE OF THE MATERIALS, CONTENT, OR INFORMATION ON THIS WEBSITE REGARDLESS OF WHETHER SUCH LIABILITY IS BASED IN TORT, CONTRACT, OR OTHERWISE. IN NO EVENT, INCLUDING, WITHOUT LIMITATION, A NEGLIGENT ACT, SHALL WICPA OR ANY OF ITS PROVIDERS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OR CORRUPTION OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR INTERRUPTION OF BUSINESS), ARISING OUT OF OR IN ANY WAY RELATED TO THE MATERIALS, CONTENT, OR INFORMATION ON THIS WEBSITE OR ANY OTHER PRODUCTS, SERVICES, OR INFORMATION OFFERED, SOLD, OR DISPLAYED ON THIS WEBSITE, YOUR USE OF, OR INABILITY TO USE, THIS WEBSITE GENERALLY, OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF WHETHER WICPA OR ANY OF ITS PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
BY USING THE WEB SITE APPLICATIONS AND AGREEING TO THE TERMS OF THIS AGREEMENT, MEMBER UNDERSTANDS THAT MEMBER WAIVES ANY AND ALL RIGHTS MEMBER MIGHT HAVE AGAINST THE INSTITUTE AND ANY OF ITS AGENTS, OFFICERS, MEMBERS, EMPLOYEES, AND SUCCESSORS AND ASSIGNS, ARISING OUT OF USE OF THE APPLICATIONS AND/OR RELIANCE ON THE INFORMATION OBTAINED THROUGH THE APPLICATIONS.
LIMITATIONS ON CLAIM
Any cause of action you may have with respect to your use of this Website must be commenced within one (1) year after the claim or cause of action arises.
As a convenience to you, we may provide on this Website links to websites operated by other entities (collectively the "Linked Sites"). If you use any Linked Sites, you will leave this Website. If you decide to visit any Linked website, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses or other destructive elements. Linked Sites, regardless of the linking form (e.g., hotlinks, hypertext links, IMG links) are not maintained, controlled, or otherwise governed by WICPA. The content, accuracy, opinions expressed, and other links provided by Linked Sites are not investigated, verified, monitored, or endorsed by WICPA. WICPA does not endorse, make any representations regarding or warrant any information, goods, and/or services appearing and/or offered on any Linked Website, other than linked information authored by WICPA. Links do not imply that WICPA or this Website sponsors, endorses, is affiliated or associated with, or is legally authorized to use any trademark, trade name, logo, or copyright symbol displayed in or accessible through the links, or that any Linked Website is authorized to use any trademark, trade name, logo or copyright symbol of WICPA or any of its affiliates or subsidiaries. Except for links to information authored by WICPA, WICPA is neither responsible for nor will it be liable under any theory based upon (i) any Linked Website; (ii) any information and/or content found on any Linked Website; or (iii) any Website(s) linked to or from any Linked Website. If you decide to visit any Linked Sites and/or transact any business thereon, you do so at your own risk. WICPA reserves the right to discontinue any Linked Website at any time without prior notice. Please contact the Web masters of any Linked Sites concerning any information, goods, and/or services appearing thereon.
INTELLECTUAL PROPERTY RIGHTS
All intellectual property rights with respect to the Web site applications created by the Institute, whether such rights now exist or which may hereafter come into existence, are reserved to the Institute. Member has no right to make any copies of any portion of the applications, combine any portion of the applications with any other material or make derivative works thereof, in whole or in part, or to sell, transfer, assign, transmit, distribute, download, or otherwise convey any portion of the applications or any derivatives thereof, permit anyone to use, alter, or modify in any way any portion of the applications or any derivative works thereof. The Institute retains any and all rights it may have or which may hereafter come into existence, to its know-how, development tools, navigational tools, techniques, practices, and creative procedures that the Institute generally uses in the course of providing similar types of services to other Members. The Institute also retains all rights it may have to any preexisting works, including but not limited to any proprietary software which the Institute or third party used to prepare any deliverables for Member.
SOFTWARE AVAILABLE THROUGH THE APPLICATIONS
Software (if any) that is made available to download from the Institute’s Web site ("Software") is the copyrighted work of The Institute and/or its suppliers. Member's use of the Software is governed by the terms of the end user license agreement, if any, which accompanies or is included with the Software ("License Agreement"). Member may not install or use any Software that is accompanied by or includes a License Agreement unless Member first agrees to the License Agreement terms. For any Software not accompanied by a License Agreement, The Institute hereby grants to Member, the user, a personal, nontransferable license to use the Software for viewing and otherwise using the applications in accordance with these terms and conditions, and for no other purpose. Note that all Software, including without limitation all HTML code and Active X controls contained in the the Institute’s Web site and its applications, is owned by The Institute and/or its suppliers and is protected by copyright laws and international treaty provisions. Any reproduction or redistribution of the Software is expressly prohibited by law and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED.
Member acknowledges that the Software, and any accompanying documentation and/or technical information, is subject to applicable export control laws and regulations of the USA. Member agrees not to export or re-export the Software, directly or indirectly, to any countries that are subject to USA export restrictions.
NO OTHER RELATIONSHIP
Member agrees that no joint venture, partnership, employment or agency relationship exists between Member and the Institute as a result of this Agreement or use of The Institute’s Web site and its applications.
The Institute reserves the right to at any time change the terms and conditions pursuant to which the Institute’s Web site and its applications is offered.
The Institute, for no reason or any reason, including without limitation, Member's violation of any provision of this Agreement, may immediately and without notice to Member terminate Member's ability to access and use The Institute’s Web site and its applications. The terms of this Agreement shall survive the period during which Member has access to The Institute’s Web site and its applications.
GOVERNING LAW, JURISDICTION AND INTERNATIONAL USERS
This Agreement is governed by and shall be construed in accordance with the laws of the State of Wisconsin, U.S.A. WICPA makes no representation that the materials or services offered are appropriate or available for use outside the United States. If you access this Website from outside the United States, you will be responsible for compliance with all local laws. You agree to comply with all laws and regulations applicable to your use of this Website. You agree to submit to the personal and exclusive jurisdiction of the state or federal courts located within Waukesha County, Wisconsin for any disputes with WICPA arising out of your use of this Website.
If any provision of this Agreement or the application thereof to any person or circumstance shall be invalid, illegal or unenforceable to any extent, the remainder of this Agreement and the application thereof shall not be affected and shall be enforceable to the fullest extent permitted by law.
This Agreement constitutes the entire agreement between Member and the Institute concerning the subject matter hereof. Use by Member of The Institute’s Web site and its applications constitutes such Member's acceptance of the terms of this Agreement. The Institute reserves the right to amend this Agreement at any time, and the continued use by Member of The Institute’s Web site and its applications constitutes such Member's acceptance of the terms of such amendments. A printed version of this Agreement and of any notice given in electronic form 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 for any reason a court of competent jurisdiction finds any provision of this Agreement or portion thereof to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of this Agreement, and the remainder of this Agreement shall continue in full force and effect. Any waiver of a term or provision of this Agreement shall have no effect unless made in writing between the Institute and a Member.