TERMS OF USE

USE OF MATERIALS

The Town Hall Foundation grants you a limited license to access and make personal use of the Site. You may not download (other than page caching) or modify the Site or any portion of the Site. This license does not include, and you agree that you will not conduct, any resale or commercial use of the Site or its contents; any collection and use of any product or title listings, ratings, or descriptions; any derivative use of the Site or its contents; or any use of data mining, robots or similar data gathering and extraction tools. No portion of the Site may be reproduced, duplicated, copied, sold, resold, visited or otherwise exploited for any commercial purpose. You must retain all copyright and other proprietary notices on downloaded and copied Materials, and any such downloads or copies are subject to the terms and conditions of these Terms of Use. Further, the Materials remain the property of the Town Hall Foundation or its licensors or suppliers. Use or downloading of any of the Materials is conditioned on acceptance of the terms and conditions of any license agreements relating to such Materials, including agreements of third parties. By acquiring or using the Materials, you agree to such terms and conditions. You may not use any metatags or any other “hidden text” utilizing Town Hall Foundation’s name or Trademarks without the express written consent of Town Hall Foundation. Any unauthorized use automatically terminates any permission or license granted by Town Hall Foundation. You are granted a limited, revocable and nonexclusive right to create a hyperlink to the home page of Town Hall Foundation so long as the link does not portray Town Hall Foundation, its affiliates or their products or services in a false, misleading, derogatory or otherwise offensive matter. You may not use any Town Hall Foundation logo or other proprietary graphic or Trademark as part of the link without express written permission. Other than as specifically described above, you may not copy, reproduce, distribute, modify, display, prepare derivative works based on, republish, transmit, repost or otherwise use the content of our Site, without prior written authorization from Town Hall Foundation.

 

CODE OF CONDUCT

While using the Site and/or Materials, you agree to comply with all applicable laws, rules and regulations, and that you will not:

  • Use the Site or Materials for any unlawful or improper purpose;
  • Express or imply that any statements you make are endorsed by us, without our prior written consent;
  • Transmit (a) any content or information that is unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable or infringes our or any third party’s intellectual property, privacy, publicity or other rights; (b) any material, non-public information about companies without the authorization to do so; (c) any trade secret of any third party; or (d) any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or other unsolicited commercial communication;
  • Use any Town Hall Foundation Trademark or any Town Hall Foundation graphics, logos, page headers, button icons, scripts or services names;
  • Remove any copyright, trademark or other proprietary rights notices contained in the Site or any Materials;
  • “Frame” or “mirror” any part of the Site without our prior written authorization;
  • Restrict or inhibit any other visitor or member from using the Site, including, without limitation, by means of “hacking” or defacing any portion of the Site;
  • Engage in spamming or flooding;
  • Transmit any software or other materials that contain any viruses, worms, trojan horses, defects, date bombs, time bombs or other items of a destructive nature; or
  • Use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the Site or its contents.

 

CLAIMS OF COPYRIGHT INFRINGEMENT

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that any of the Materials hosted on the Site infringe your copyright, you (or your agent) may send us a notice requesting that the material be removed or access to it blocked. The notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works located on the Site are covered by a single notification, a representative list of such works); (c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow Town Hall Foundation to locate the material on the Site; (d) the name, address, telephone number and email address (if available) of the complaining party; (e) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (f) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send Town Hall Foundation a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. Notices and counter-notices with respect to the Site should be sent to Town Hall Foundation, 321 Arbour Garden Ave, Las Vegas, NV 89148. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA. Please note that Town Hall Foundation may terminate any user who it reasonably believes to be a repeat copyright infringer.

THE SITE, THE MATERIALS ON THE SITE AND ANY PRODUCT OR SERVICE OBTAINED THROUGH THE SITE ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. Applicable law may not allow the exclusion of implied warranties, so the above exclusions may not apply to you. NEITHER TOWN HALL FOUNDATION NOR ANY OF ITS AFFILIATES, LICENSORS, MEMBER ORGANIZATIONS, SUPPLIERS, ADVERTISERS, SPONSORS OR AGENTS MAKES ANY WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS OF THE SITE OR ANY OF THE MATERIALS, NOR DO THEY WARRANT THAT YOUR USE OF THE SITE OR ANY SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE, THE SERVER(S) ON WHICH THE SITE IS HOSTED OR SITE SOFTWARE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU ACKNOWLEDGE THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. YOUR USE OF THE SITE AND ANY MATERIALS PROVIDED THROUGH THE SITE IS ENTIRELY AT YOUR OWN RISK.

 

LIMITATION OF LIABILITY

NEITHER TOWN HALL FOUNDATION NOR ANY OF OUR AFFILIATES, LICENSORS, MEMBER ORGANIZATIONS, SUPPLIERS, ADVERTISERS OR SPONSORS, NOR ANY OF OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA OR LOST PROFITS), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THE SITE AND/OR MATERIALS CONTAINED ON THE SITE OR ANY LINKED SITE, EVEN IF TOWN HALL FOUNDATION HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, MATERIALS OR ANY LINKED SITE IS TO STOP USING THE SITE, MATERIALS OR LINKED SITE, AS APPLICABLE.

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR OTHERWISE EXCEED THE TOTAL AMOUNT PAID BY YOU, IF ANY, TO ACCESS THE SITE. MOREOVER, UNDER NO CIRCUMSTANCES SHALL WE OR ANY OF OUR AFFILIATES, LICENSORS, MEMBER ORGANIZATIONS, SUPPLIERS, ADVERTISERS OR SPONSORS BE HELD LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE RESULTING DIRECTLY OR INDIRECTLY FROM AN ACT OF FORCE MAJEURE OR CAUSES BEYOND OUR OR THEIR REASONABLE CONTROL.

 

INDEMNIFICATION

You agree to indemnify, defend and hold Town Hall Foundation, our affiliates, licensors, member organizations, suppliers, advertisers and sponsors, and our and their directors, officers, employees, consultants, agents and other representatives, harmless from and against any and all claims, damages, losses, costs (including without limitation attorneys’ fees) and other expenses that arise directly or indirectly out of or from (a) your breach of these Terms of Use, (b) your use of and activities in connection with the Site and/or (c) your account(s). You shall cooperate with us in the defense of any claim. We reserve the right, at our own expense, to employ separate counsel and assume the exclusive defense and control of any matter otherwise subject to indemnification by you.

 

ACCESS BY MINORS

Town Hall Foundation strives to comply with the Children’s Online Privacy Protection Act (COPPA). Please see our Privacy Policy for more information on this subject. In addition, pursuant to 47 U.S.C. Section 230(d), as amended, we hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors.

 

APPLICABLE LAW AND JURISDICTIONAL ISSUES

The Site is controlled and operated by Town Hall Foundation from its office in Las Vegas, Nevada and is not intended to subject Town Hall Foundation to the laws or jurisdiction of any state, country or territory other than Nevada and the United States of America. The Site is solely directed to individuals residing in the United States. Those who choose to access the Site from other locations do so on their own initiative and at their own risk, and are responsible for compliance with local laws, if and to the extent local laws are applicable. These Terms of Use are governed by and construed in accordance with the laws of the State of Nevada, United States of America, without regard to its principles of conflicts of law, and the parties hereby expressly exclude application of the United Nations Convention on the International Sale of Goods. You agree to submit to the exclusive jurisdiction of any State or Federal court located in the County of Clark, Nevada, United States of America, and waive any jurisdictional, venue or inconvenient forum objections to such courts.

Any dispute or claim arising out of or relating to these Terms of Use shall be settled by arbitration in accordance with the then-prevailing commercial arbitration rules of the American Arbitration Association, and applying Nevada law and/or U.S. federal law, if applicable. Such arbitration will take place in Las Vegas, Nevada, USA, before one (1) arbitrator selected in accordance with such arbitration rules, who shall be an attorney with a reasonable knowledge of the Internet. The arbitration shall be conducted in English and all documents submitted by the parties must be in English. This section is incorporated by reference. The arbitrators shall have no power to award consequential, incidental, indirect or punitive damages, or any damages in excess of compensatory damages, if any. Notwithstanding the foregoing, (i) either party may seek injunctive or other equitable relief in a court of competent jurisdiction pending the outcome of such arbitration and (ii) any judgment upon the decision rendered by such arbitration against a party, and/or any injunctive or other equitable relief granted by such arbitration, may be entered in any court having competent jurisdiction over the party or its assets. YOU AGREE THAT ANY CAUSE OF ACTION YOU MAY HAVE ARISING OUT OF OR RELATED TO THESE TERMS OF USE OR THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.

 

Miscellaneous

If any provision of these Terms of Use is found to be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions. These Terms of Use constitute the entire agreement between us relating to the subject matter herein and supersede any and all prior or contemporaneous written or oral agreements between us with respect to such subject matter. These Terms of Use are not assignable, transferable or sublicenseable by you except with Town Hall Foundation’s prior written consent. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained in these Terms of Use is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof.