BROADWAY ADVOCACY COALITION

TERMS OF SERVICE

Last Updated: November 11, 2020

These Terms of Service (“Terms”) apply to your access to and use of the websites and other online products and services (collectively, the “Services”) provided by Broadway Advocacy Coalition (“Broadway Advocacy Coalition” or “we”). By using our Services, you agree to these Terms, including the mandatory arbitration provision and class action waiver in Section 14. If you do not agree to these Terms, do not use our Services.

We may make changes to these Terms from time to time. If we make changes, we will provide you with notice of such changes, such as by sending an email, providing a notice through our Services or updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of our Services after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services.

If you have any questions about these Terms or our Services, please contact us at info@bwayadvocacycoalition.org.

 

1. Privacy

For information about how we collect, use, share and otherwise process information about you, please see our Privacy Policy.

 

2. Eligibility

You must be at least 13 years of age to use our Services. If you are under 18 years of age (or the age of legal majority where you live), you may use our Services only under the supervision of a parent or legal guardian who agrees to be bound by these Terms. If you are a parent or legal guardian of a user under the age of 18 (or the age of legal majority), you agree to be fully responsible for the acts or omissions of such user in relation to our Services. If you use our Services on behalf of another person or entity, (a) all references to “you” throughout these Terms will include that person or entity, (b) you represent that you are authorized to accept these Terms on that person’s or entity’s behalf, and (c) in the event you or the person or entity violates these Terms, the person or entity agrees to be responsible to us.

 

3. User Content

Our Services may allow you and other users to create, post, store and share content, including messages, text, photos, videos, software and other materials (collectively, “User Content”). Except for the license you grant below, you retain all rights in and to your User Content, as between you and Broadway Advocacy Coalition.

You grant Broadway Advocacy Coalition a nonexclusive, royalty-free, worldwide, fully paid, and sublicensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform and display your User Content and any name, username or likeness provided in connection with your User Content in all media formats and channels now known or later developed without compensation to you. When you post or otherwise share User Content on or through our Services, you understand that your User Content and any associated information (such as your username or profile photo) may be visible to others.

You may not create, post, store or share any User Content that violates these Terms or for which you do not have all the rights necessary to grant us the license described above. You represent and warrant that your User Content, and our use of such content as permitted by these Terms, will not violate any rights of or cause injury to any person or entity. Although we have no obligation to screen, edit or monitor User Content, we may delete or remove User Content at any time and for any reason with or without notice.

 

4. Prohibited Conduct and Content

You will not violate any applicable law, contract, intellectual property right or other third-party right or commit a tort, and you are solely responsible for your conduct while using our Services. You will not: 

  • Engage in any harassing, threatening, intimidating, predatory or stalking conduct;

  • Impersonate or post on behalf or any person or entity or otherwise misrepresent your affiliation with a person or entity;

  • Sell, resell or commercially use our Services;

  • Copy, reproduce, distribute, publicly perform or publicly display all or portions of our Services, except as expressly permitted by us or our licensors; 

  • Modify our Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Services; 

  • Use our Services other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Services or that could damage, disable, overburden or impair the functioning of our Services in any manner;

  • Reverse engineer any aspect of our Services or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Services;

  • Use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from our Services; 

  • Develop or use any applications that interact with our Services without our prior written consent;

  • Send, distribute or post spam, unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes;

  • Bypass or ignore instructions contained in our robots.txt file; or

  • Use our Services for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms.

You may also post or otherwise share only User Content that is nonconfidential and that you have all necessary rights to disclose. You may not create, post, store or share any User Content that:

  • Is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory or fraudulent;

  • Would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party or otherwise create liability or violate any local, state, national or international law;

  • May infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;

  • Contains or depicts any statements, remarks or claims that do not reflect your honest views and experiences;

  • Impersonates, or misrepresents your affiliation with, any person or entity;

  • Contains any unsolicited promotions, political campaigning, advertising or solicitations;

  • Contains any private or personal information of a third party without such third party’s consent;

  • Contains any viruses, corrupted data or other harmful, disruptive or destructive files or content; or

  • In our sole judgment, is objectionable, restricts or inhibits any other person from using or enjoying our Services, or may expose Broadway Advocacy Coalition or others to any harm or liability of any type.

Enforcement of this Section 4 is solely at Broadway Advocacy Coalition’s discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances.  In addition, this Section 4 does not create any private right of action on the part of any third party or any reasonable expectation that the Services will not contain any content that is prohibited by such rules.

5. Ownership; Limited License

The Services, including the text, graphics, images, photographs, videos, illustrations and other content contained therein, are owned by Broadway Advocacy Coalition or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to the Services are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services for your own personal, noncommercial use. Any use of the Services other than as specifically authorized herein, without our prior written permission, is strictly prohibited, will terminate the license granted herein and violate our intellectual property rights.

 

6. Trademarks

Broadway Advocacy Coalition and our logos, our product or service names, our slogans and the look and feel of the Services are trademarks of Broadway Advocacy Coalition and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Services are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us. 

7. Feedback

You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about Broadway Advocacy Coalition or our Services (collectively, “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including, without limitation, to develop, copy, publish, or improve the Feedback in Broadway Advocacy Coalition’s sole discretion. You understand that Broadway Advocacy Coalition may treat Feedback as nonconfidential. 

 

8. Third-Party Content

We may provide information about third-party products, services, activities or events, or we may allow third parties to make their content and information available on or through the Services (collectively, “Third-Party Content”). We provide Third-Party Content as a service to those interested in such content. Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content are solely between you and the third party. Broadway Advocacy Coalition does not control or endorse, and makes no representations or warranties regarding, any Third-Party Content, and your access to and use of such Third-Party Content is at your own risk.

 

9. Indemnification

To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless Broadway Advocacy Coalition and our officers, directors, agents, partners and employees (individually and collectively, the “Broadway Advocacy Coalition Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Claims”) arising out of or related to (a) your access to or use of the Services; (b) your User Content or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with the Services. You agree to promptly notify Broadway Advocacy Coalition Parties of any third-party Claims, cooperate with Broadway Advocacy Coalition Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including, but not limited to, attorneys' fees). You also agree that the Broadway Advocacy Coalition Parties will have control of the defense or settlement, at Broadway Advocacy Coalition’s sole option, of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Broadway Advocacy Coalition or the other Broadway Advocacy Coalition Parties.

 

10. Disclaimers

Your use of our Services is at your sole risk. Except as otherwise provided in a writing by us, our Services and any content therein are provided “as is” and “as available” without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, Broadway Advocacy Coalition does not represent or warrant that our Services are accurate, complete, reliable, current or error-free. While Broadway Advocacy Coalition attempts to make your use of our Services and any content therein safe, we cannot and do not represent or warrant that our Services or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the Services.

 

11. Limitation of Liability

To the fullest extent permitted by applicable law, Broadway Advocacy Coalition and the other Broadway Advocacy Coalition Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages or lost profits, even if Broadway Advocacy Coalition or the other Broadway Advocacy Coalition Parties have been advised of the possibility of such damages.

The total liability of Broadway Advocacy Coalition and the other Broadway Advocacy Coalition Parties for any claim arising out of or relating to these Terms or our Services, regardless of the form of the action, is limited to the greater of $50 or the amount paid by you to use our Services.

The limitations set forth in this Section 11 will not limit or exclude liability for the gross negligence, fraud or intentional misconduct of Broadway Advocacy Coalition or the other Broadway Advocacy Coalition Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.

 

12. Release

To the fullest extent permitted by applicable law, you release Broadway Advocacy Coalition and the other Broadway Advocacy Coalition Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”

 

13. Transfer and Processing Data

In order for us to provide our Services, you agree that we may process, transfer and store information about you in the United States and other countries, where you may not have the same rights and protections as you do under local law.

 

14. Dispute Resolution; Binding Arbitration

Please read the following section carefully because it requires you to arbitrate certain disputes and claims with Broadway Advocacy Coalition and limits the manner in which you can seek relief from us, unless you opt out of arbitration by following the instructions set forth below. No class or representative actions or arbitrations are allowed under this arbitration agreement. In addition, arbitration precludes you from suing in court or having a jury trial. 

No Representative Actions. You and Broadway Advocacy Coalition agree that any dispute arising out of or related to these Terms or our Services is personal to you and Broadway Advocacy Coalition and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.

Arbitration of Disputes. Except for small claims disputes in which you or Broadway Advocacy Coalition seeks to bring an individual action in small claims court located in the county of your billing address or disputes in which you or Broadway Advocacy Coalition seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and Broadway Advocacy Coalition waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Services resolved in court. Instead, for any dispute or claim that you have against Broadway Advocacy Coalition or relating in any way to the Services, you agree to first contact Broadway Advocacy Coalition and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to Broadway Advocacy Coalition by email at info@bwayadvocacycoalition.org. If you and Broadway Advocacy Coalition cannot reach an agreement to resolve the claim within thirty (30) days after such Notice is received, then either party may submit the dispute to binding arbitration administered by JAMS or, under the limited circumstances set forth above, in court. All disputes submitted to JAMS will be resolved through confidential, binding arbitration. Arbitration proceedings will be held in New York, New York or may be conducted telephonically or via video conference for disputes alleging damages less than $500, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (“JAMS Rules”). 

You and Broadway Advocacy Coalition agree that the state or federal courts of the State of New Yorkand the United States sitting in New York, New York have exclusive jurisdiction over any appeals and the enforcement of an arbitration award. 

Any claim arising out of or related to these Terms or our Services must be filed within one year after such claim arose; otherwise, the claim is permanently barred, which means that you and Broadway Advocacy Coalition will not have the right to assert the claim. 

You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section 14 by sending an email to info@bwayadvocacycoalition.org. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 15.

 

15. Governing Law and Venue

Any dispute arising from these Terms and your use of the Services will be governed by and construed and enforced in accordance with the laws of New York, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of New York or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of New York and the United States, respectively, sitting in New York, NY.

 

16. Modifying and Terminating our Services

We reserve the right to modify our Services or to suspend or stop providing all or portions of our Services at any time. You also have the right to stop using our Services at any time. We are not responsible for any loss or harm related to your inability to access or use our Services.

 

17. Severability

If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.

 

18. Miscellaneous

The failure of Broadway Advocacy Coalition to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree that communications and transactions between us may be conducted electronically.

Photos by William Alatriste

© 2018 Broadway Advocacy Coalition, Inc.

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