Date: February 7, 2011
PLEASE READ ALL OF THE FOLLOWING TERMS AND CONDITIONS OF USE (“TOU”) FOR THE CITIES OF SERVICE WEB SITE (“Website”) BEFORE USING THIS WEBSITE. By continuing to access, link to, or use this Website, including but not limited to text, content, photographs, video, audio and graphics, services, and goods (the “Service”), you signify YOUR ACCEPTANCE OF THE TOU. Fund for Cities of Service, Inc. (“Cities of Service”) reserves the right to modify the TOU at any time, and such modifications shall be effective immediately. Please continue to review the TOU whenever accessing, linking to, or using this Website. Your access, link to, or use of the Website, or any service on this Website, after the posting of modifications to the TOU will constitute YOUR ACCEPTANCE OF THE TOU, as modified. If, at any time, you do not wish to accept the TOU, you may not access, link to, or use this Website.
1. Use and Restrictions:
(a) This Website is controlled and operated within the United States. Cities of Service makes no representations or warranties that the content or materials of this Website are appropriate or lawful in any foreign countries. Those who choose to access this Website from other countries are responsible for compliance with any and all applicable local laws. You may not export or re-export any content of this Website.
(b) You acquire absolutely no rights or licenses in or to the Service and materials contained within the Service other than the limited right for you to access and use the Service in accordance with the TOU. You are not permitted to transfer this right.
(c) You represent, warrant, and covenant that you are (i) at least sixteen (16) years old; and (ii) shall use the Service only as set forth in this TOU. Users who are 16 or 17 years old may use the Service if a parent or guardian consents to such user’s use of the Service, assumes the obligations provided in the TOU, and assumes full responsibility for such user’s use of this Service. You agree to comply with any other applicable terms and conditions of use set forth on the Service. When using the Service, you shall not impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity.
(d) You may not use the Service for any illegal purpose, to facilitate the violation of any law or regulation, or in a manner inconsistent with this TOU. You agree that your use of the Service is solely for your own personal, non-commercial purposes and benefit. You may not copy, reproduce, recompile, decompile, disassemble, reverse engineer, distribute, publish, display, perform, modify, upload to, create derivative works from, transmit, download, or in any way exploit any part of the Service, except as set forth in the TOU or as explicitly specified in the Service. You may download material from the Service and/or make a reasonable number of copies of the material from the Service for your own personal, noncommercial use and benefit, provided that you retain all copyright and other proprietary notices. The Service and the information contained therein may not be used to construct a database of any kind. Nor may the Service be stored (in its entirety or in any party) in databases for access by you or any third party to distribute any database services containing all or part of the Service.
You may not access, monitor, or copy any content or information on the Service using any robot, spider, scraper, web crawler, or other automated means or any similar manual process. You may not violate the restrictions in any robot exclusion headers on the Service, if any, or bypass or circumvent other measures employed to prevent or limit access to the Service. You may not violate the security of this Service or attempt to gain unauthorized access to the Service or computer systems or networks connected to the Service through any means.
When using the Service, you shall not submit, upload, other otherwise make available any material that (a) infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; (b) is unlawful, harassing, libelous, slanderous, offensive, obscene, hateful, pornographic, violent, insulting, threatening, abusive, misleading, deceptiive, or racially, ethnically, or otherwise objectionable; (c) contains any commercial, promotional, or soliciation information; (d) contains software viruses, worms, or any other harmful, invasive, or corrupted files, including but not limited to those designed to interrupt, destroy, or limit the functionality of any computer; or (e) contains personally identifiable information of another person).
If you submit material to the Service or to Cities of Service or its representative, unless Cities of Service indicates otherwise, you grant Cities of Service, its affiliates, and representatives a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, copy, and display such content throughout the world in any form, media, or technology now known or hereafter developed. You grant Cities of Service and its affiliates, representatives, and sublicensees the right to use the name that you submit in connection with such content. You represent and warrant that you own or otherwise control all of the rights to the material that you submit; that the material you submit is truthful and accurate; that use of the material you supply does not violate the TOU and will not cause injury to any person or entity; and that you will indemnify Cities of Service and it partners, Suppliers (as define below), and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns for all claims resulting from material you supply. Cities of Service takes no responsibility and assumes no liability for any material submitted by you or any third party. Cities of Service retains the right, which it may or may not exercise in its sole discretion, to review, edit, or delete any material submitted which Cities of Service, in its sole discretion, deems illegal, offensive, abusive, in violation of the TOU, or otherwise inappropriate or unacceptable. Any material you submit to this Service or Cities of Service or its representative is not confidential or proprietary.
3. Intellectual Property:
The Service is protected by copyrights, trademarks, service marks, international treaties, and/or other proprietary rights and laws of the U.S. and other countries. The Service is also protected as a collective work or compilation under U.S. copyright and other laws and treaties. All individual articles, columns and other elements making up the Service are also copyrighted works. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Service. You acknowledge that the Service has been developed, compiled, prepared, revised, selected, and arranged by Cities of Service and others through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitutes valuable intellectual property of Cities of Service and such others. You agree to protect the proprietary rights of Cities of Service and all others having rights in the Service during and after the term of this agreement and to comply with all reasonable written requests made by Cities of Service or its suppliers and licensors of content or otherwise (“Suppliers”) to protect their and others’ contractual, statutory, and common law rights in the Service. You agree to notify Cities of Service in writing at firstname.lastname@example.org promptly upon becoming aware of any unauthorized access or use of the Service by any individual or entity or of any claim that the Service infringes upon any copyright, trademark, or other contractual, statutory, or common law rights. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including rights in and to all applications and registrations relating to the Service (the “Intellectual Property Rights”) shall, as between you and Cities of Service, at all times be and remain the sole and exclusive property of Cities of Service. All present and future rights in and title to the Service (including the right to exploit the Service and any portions of the Service over any present or future technology) are reserved to Cities of Service for its exclusive use.
You may not use any of Cities of Service’s trademarks, trade names, service marks, copyrights, or logos in any manner which creates the impression that such items belong to or are associate with you or, except as otherwise provided herein, are used with Cities of Service’s consent, and you acknowledge that you have no ownership rights in or to any of such items.
4. Linking and Framing:
Without limiting other provisions contained in the TOU, you may include a link(s) on your website to this Website’s publicly accessible Web pages (i.e., any webpage which does not require a login and password and/or restrict access). You may not link to this Website any website containing inappropriate, profane, defamatory, infringing, obscene, indecent, or unlawful topics, names, or material or information that violates any applicable intellectual property, proprietary, privacy, or publicity rights. If you link to this Website, you may not portray any person or subject in a false or misleading light. In addition, you may not imply that Cities of Service is endorsing your products or services. You must not frame this Website in a manner that implies that Cities of Service is endorsing your products or services or that this Website’s webpages or content are part of your website or that you have a license to use the this Website’s webpages or content.
5. DISLAIMER OF WARRANTIES/LIMITATIONS ON LIABILITY:
YOU AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK AND ACKNOWLEDGE THAT ALL INFORMATION CONTAINED IN THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” AND THAT CITIES OF SERVICE MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE SERVICE, INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, NON-INFRINGEMENT, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE OR USE.
Cities of Service does not warrant that the Service is compatible with your equipment or that the Service, or e-mail sent by Cities of Service or its representative, is free of errors or viruses, worms or “Trojan horses,” or any other harmful, invasive, or corrupted files, and is not liable for any damage you may suffer as a result of such destructive features. You agree that Cities of Service and its partners, Suppliers, and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns shall have no responsibility or liability for: (i) any injury or damages, whether caused by the negligence of Cities of Service and its partners, Suppliers, and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns or otherwise arising in connection with the Service and shall not be liable for any lost profits, losses, punitive, incidental, or consequential damages, or any claim against Cities of Service; or (ii) any fault, inaccuracy, omission, delay, or any other failure in the Service caused by your computer equipment or arising from your use of the Service on such equipment.
The content of other websites, services, goods, or advertisements that may be linked to or from the Service is not maintained or controlled by Cities of Service. Cities of Service is therefore not responsible for the availability, content, or accuracy of other websites, services, or goods that may be linked to or from the Service. Cities of Service does not: (a) make any warranty, express or implied, with respect to the use of the links provided on, or to, the Service; (b) guarantee the accuracy, completeness, usefulness or adequacy of any other websites, services, or goods, that may be linked to or from the Service; or (c) make any endorsement, express or implied, of any other websites, services, or goods, that may be linked to or from the Service. For the avoidance of doubt, this paragraph covers websites linked to or from the Service, including but not limited to, a website of a city that is a member of Cities of Service.
Cities of Service is also not responsible for the reliability or continued availability of the telephone lines, wireless services, communications media, and equipment you use to access the Service. You understand that Cities of Service and/or third-party contributors to the Service may choose at any time to inhibit or prohibit their content from being accessed under the TOU. Anything to the contrary herein set forth notwithstanding, Cities of Service and it partners, Suppliers, and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns shall not , directly or indirectly, be liable, in any way, to you or any other person for any: (x) inaccuracies or errors in or omissions from the Service; (y) delays, errors, or interruptions in the transmission or delivery of the Service; or (c) loss or damage therefrom or occasioned thereby, or by any reason of nonperformance.
UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL CITIES OF SERVICE AND ITS PARTNERS, SUPPLIERS, AND AFFILIATES AND THEIR RESPECTIVE OWNERS, MEMBERS, AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AFFILIATES, SUCCESSORS, AND ASSIGNS BE LIABLE TO YOU OR ANY THIRD PARTY FOR DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES EVEN IF CITIES OF SERVICE HAS BEEN ADVISED SPECIFICALLY OF THE POSSIBILITY OF SUCH DAMAGES, ARISING FROM USE OF OR INABILITY TO USE THE SERVICE OR ANY LINKS OR ITEMS ON THE SERVICE OR ANY PROVISION OF THE TOU. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES.
You agree, at your own expense, to indemnify, defend and hold Cities of Service and it partners, Suppliers, and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns against any claim, suit, action or other proceeding, from and against any and all claims, damages, liabilities, costs, and expenses, including reasonable attorney’s and expert’s fees, arising out of or in connection with the Service, or any links on the Service, including, but not limited: (i) any breach or violation of the TOU by you or someone using your computer; (ii) material entered into or transmitted through the Service with the use of your computer; (iii) your use or someone using your computer’s use of the Service; (iv) a claim that any use of the Service by you or someone using your computer infringes any Intellectual Property Right of any third party, or any right of privacy or publicity, is libelous or defamatory, or otherwise results in injury or damage to any third party; or (v) any deletions, additions, insertions or alterations to, or any unauthorized use of, the Service by you or someone using your computer. You agree to pay any and all costs, damages, and expenses, including, but not limited to, reasonable attorneys’ fees and costs awarded against or otherwise incurred by or in connection with or arising from any such claim, suit, action, or proceeding attributable to any such claim. Cities of Service reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Cities of Service in asserting any available defense.
8. Term and Termination:
(a) You may terminate the TOU, with or without cause and at any time, by discontinuing your use of the Service and destroying all materials obtained from the Service.
(b) Cities of Service shall have the right to immediately terminate the TOU in the event of any breach by you of the TOU. Cities of Service may discontinue the Service, or change its availability to you, at any time in Cities of Service’s sole discretion. You accept that Cities of Service has the right to change the content or technical specifications of any aspect of the Service at any time in Cities of Service’s sole discretion. You further accept that such changes may result in your being unable to access the Service.
Cities of Service shall not be liable to you or any third party for the termination or suspension of the Service, or any claims related to the termination or suspension of the Service. Upon termination of the TOU by you or Cities of Service, you must discontinue your use of the Service and destroy promptly all materials obtained from the Service and any copies thereof.
9. Governing Law:
The TOU shall be governed and construed in accordance with the laws of the United States and the State of New York, without giving effect to conflicts-of-law principles thereof. You agree to submit to the personal jurisdiction of the state and federal courts located in New York County in the State of New York with respect to any legal proceedings that may arise in connection with the Service or from a dispute as to the interpretation or breach of the TOU.
The TOU and any other terms and conditions of service on the Service, and its successor, constitute the entire agreement between you and Cities of Service and govern your use of the Service. The section titles in the TOU are used solely for the convenience of you and Cities of Service and have no legal or contractual significance. The failure of Cities of Service to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions of the TOU will remain in force. Sections 1(a), 1(c), 1(d), 2 through 7, 8(c), 9, and 10 shall survive termination or expiration of this TOU.
Copyright Agent for Copyright Infringement Claims (Digital Millennium Copyright Act):
The designated agent to receive notification of claimed infringement under Title II of the Digital Millennium Copyright Act is: Nicholas Bernstein, Fund for Cities of Service, Inc., c/o Geller & Co., 909 Third Avenue, New York, NY 10022, telephone number: (212) 205-0126, facsimile number: (212) 205-9126, email: email@example.com.