PrepARE - AIA East Bay

Please carefully read these website Terms of Use (“Agreement”). This Agreement has been prepared as a legally binding agreement between you (“you” or “your”) and AIA East Bay (“AIA”) for the https://prepare.thinkific.com website (the “Site”).

Your use of the Site is conditioned on your consent to the terms contained in this Agreement. By accessing and using the Site, you agree to be bound by the terms and conditions of this Agreement. DO NOT ACCESS THE SITE IN ANY WAY IF YOU DO NOT AGREE TO THESE TERMS OF USE.  

THIS AGREEMENT CONTAINS AN ARBITRATION REQUIREMENT AND CLASS ACTION WAIVER. PLEASE SEE SECTION 15 FOR DETAILS.

1.         License To Access The Site

All written content prepared and posted by AIA on the Site, and the Site design, layout, look, appearance, and graphics on the Site, as well as the trademarks, service marks, and logos contained on our Site (collectively, “AIA Content”) are owned by or licensed to AIA and are subject to copyright, trademark, and other intellectual property rights under the United States and foreign laws and international conventions. AIA reserves all rights not expressly granted in, and to, the Site and the AIA Content.  No part of the Site and no AIA Content may be copied, reproduced, uploaded, posted, publicly displayed, transmitted, or distributed in any way to any other computer, server, website, or other medium for publication or distribution or for any commercial use without AIA’s prior express written consent. On the condition that you comply with all of your obligations under this Agreement, AIA grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access the Site. Any use of the Site in excess of this license is strictly prohibited and constitutes a violation of this Agreement, which may result in the termination of your right to access and use this Site.  AIA reserves the right to withdraw or modify any content or products AIA provides on the Site without notice.

2.         Restrictions On Use Of Site

You may not interfere with the presentation or delivery of the content on the Site or try to access the Site using any method other than the interface and the instructions provided by AIA.  As a condition of accessing the Site, you agree not to:

• Reproduce, copy, sell, resell or exploit any portion of the Site; 
• Use AIA’s name, trademarks, or other materials in connection with, or to transmit, any unsolicited communications or emails; 
• Frame the Site, place pop-up windows over its pages or otherwise affect the display of its page; 
• Use any high-volume, automated or electronic means to access the Site (including without limitation, robots, spiders, scripts or web-scraping tools); 
• Use any manual process to monitor or copy any of the material on the Site or for any other unauthorized purpose; 
• Introduce any viruses or other material which is malicious or technologically harmful; or 
• Otherwise interfere with or disrupt the Site or servers or networks connected to the Site, or disobey any requirements, procedures, policies, or regulations of networks connected to the Site.

3.         User Generated Content

Some features of the Site may allow you to upload content to the Site, such as through written comments, message boards, forums, or other means of uploading information.  Any content you upload is referred to herein as “your content.”  Your content may be shared publicly on the Site, and retained by AIA for as long as required in relation to the purposes set out in the Privacy Policy, which can viewed here [prepare.thinkific.com/pages/privacy] AIA may continue to disclose your content to third parties, as described in the Privacy Policy.  You agree to use the Site in accordance with all applicable laws.  You also agree that you will not post any of the following content (“Prohibited Content”) on the Site:

• Content that defames, harasses, or threatens others;
• Content that exploits, harms, or attempts to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;
• Content that discusses illegal activities with the intent to commit such activities, or encourages others to commit such activities;
• Content that infringes or misappropriates another’s intellectual property rights, including, but not limited to, copyrights, trademarks, patents, or trade secrets;
• Content that you do not have the right to disclose under contractual confidentiality obligations or fiduciary duties;
• Advertising, promotional materials, or any form of commercial solicitation;
• Content that impersonates or attempts to impersonate another user, person, or entity (including, without limitation, the use of e-mail addresses associated with any of the foregoing);
• Content that is knowingly false, defamatory, profane, vulgar, obscene, threatening, abusive, hateful, bigoted, racially offensive, pornographic, embarrassing, or that has any potential to cause any harm or damage to anyone as determined by AIA in its sole discretion;
• Content that otherwise harms other users or visitors to the Sites; or
• Content that is otherwise unlawful or that violates any applicable local, state, national or international law.

AIA reserves the right to remove Prohibited Content of which it becomes aware, though it is under no obligation to do so.

4.         Rights and Disclaimers Related to User Generated Content

Your content is your sole responsibility. Under no circumstances will AIA be liable in any way for your content or for any loss or damage of any kind incurred as a result of the use of any of your content. You can post your content to the Site only if (a) you created and own the rights to the content, or you have the owner’s express written permission to post the content; and (b) the content does not infringe any other person’s or entity’s rights – including copyrights, trademarks, or privacy rights – or violate any applicable laws, this Agreement, or any other posted policies. AIA has the right, but not the obligation, to remove your content for any reason.  

You are responsible for your content and any consequences from posting your content.  This includes, any personal information you include in your content.  AIA is not responsible for the consequences of sharing or posting any personal or other information on the Site.

Except as otherwise provided in this Agreement, you or the owner of any content that you post to the Site retain ownership of all rights, title, and interests in that content. However, by posting your content on the Site, you grant AIA the irrevocable, royalty free, perpetual, worldwide right and license to use, reproduce, modify, display, remix, perform, distribute, redistribute, adapt, promote, create derivative works, and syndicate your content in any medium and through any form of technology or distribution. AIA owns all rights, title, and interests in any compilation, collective work or other derivative work created by AIA using or incorporating your content.

When you use a feature of the Site that allows users to share, readapt, modify, or combine user content with other content, you grant AIA and other users of the Site an irrevocable, non-exclusive, royalty free, perpetual, worldwide right and license to use, reproduce, modify, display, remix, perform, distribute, redistribute, adapt, promote, create derivative works, and syndicate your content in any medium and through any form of technology or distribution and to permit any derivative works to be licensed under these same license terms.

5.         Links to Other Websites

The Site may contain links to other websites, including other AIA websites, but also to third-party websites that AIA does not control.  AIA is not responsible for the nature, quality, or accuracy of the content or opinions expressed on such websites and AIA does not investigate, monitor, or check them for quality, accuracy, or completeness. Inclusion of any linked website on the Site does not imply or express an approval or endorsement of the linked website by AIA or of any of the content, opinions, treatments, information, products, or services provided on these websites. This Agreement and the Privacy Policy do not apply to these other websites. Be sure to read the user agreements and privacy policies that govern your use of these other websites.

6. Your Privacy; Protection of Your Account Credentials

The AIA Privacy Policy, which can be viewed here [prepare.thinkific.com/pages/privacy

] describes how AIA collects and uses personal information about you through the Site. You are responsible for protecting your account log-in credentials from unauthorized access and use. You should promptly notify AIA by email of any known or suspected unauthorized use or uses of your account.

7. System Availability and Errors

You must provide the equipment necessary to access the Site at your own expense. AIA does not guarantee that the Site will operate with your computer or other device.  There may be times when the Site is unavailable due to maintenance or other issues. AIA does not warrant or guarantee that the Site will be available.  AIA expressly reserves the right to correct any errors or omissions on the Site and to change information at any time without prior notice.  AIA does not make any warranties concerning errors, omissions, delays, or defects in the Site or any information supplied to you via the Site, or that files available through the Site are free of viruses or other potentially damaging content.

8.         Disclaimer of Warranties

THE CONTENT, CODE, ACCESS, AND OTHER FEATURES OF THIS SITE ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF ACCURACY, RELIABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND/OR NON-INFRINGEMENT.  AIA DOES NOT WARRANT THAT ANY FEATURES WILL OPERATE IN AN UNINTERRUPTED OR ERROR-FREE FASHION, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.  

9.         Liability Limitation

EXCEPT AS PROHIBITED BY LAW, YOU AGREE THAT AIA WILL NOT BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR (OR ANY THIRD PARTY’S) USE OR INABILITY TO USE THE SITE, DATA LOSS, YOUR PLACEMENT OF CONTENT ON A SITE, YOUR RELIANCE UPON INFORMATION OBTAINED FROM OR THROUGH THE SITE, OR ANY OTHER POTENTIAL CLAIMS RELATED TO THE SITE.

EXCEPT AS PROHIBITED BY LAW, AIAWILL NOT HAVE LIABILITY FOR ANY CONSEQUENTIAL, INDIRECT, PUNITIVE, SPECIAL, OR INCIDENTAL DAMAGES, WHETHER FORESEEABLE OR UNFORESEEABLE (INCLUDING, BUT NOT LIMITED TO, CLAIMS FOR DEFAMATION, ERRORS, LOSS OF DATA, OR INTERRUPTION IN AVAILABILITY OF DATA), ARISING OUT OF OR RELATING TO THIS AGREEMENT, YOUR USE OR INABILITY TO USE THE SITE, DATA LOSS, ANY PURCHASES ON THIS SITE, YOUR PLACEMENT OF CONTENT ON A SITE, OR YOUR RELIANCE UPON INFORMATION OBTAINED FROM OR THROUGH THE SITE, WHETHER BASED IN CONTRACT, TORT, STATUTORY, OR OTHER LAW. 

YOU ACKNOWLEDGE AND AGREE THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH IN THIS AGREEMENT REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND AIA, AND THAT THESE LIMITATIONS ARE AN ESSENTIAL BASIS FOR AIA’S ABILITY TO MAKE THE SITE AVAILABLE TO YOU ON AN ECONOMICALLY FEASIBLE BASIS.

10. Indemnification

You agree to indemnify, defend, and hold harmless AIA and its affiliates, officers, agents, employees, and assignees from any and all claims, liabilities, expenses and damages, including reasonable attorneys’ fees and costs, made by any third party relating to or arising out of your use or attempted use of the Site or any content contained therein, your violation of any law or rights of any third party, information or content that you post or otherwise make available on the Site (including without limitation any claim of infringement or misappropriation of intellectual property or other proprietary rights), and any act or omission by you which is a breach of your obligations under this Agreement.

11. Termination Rights

You agree that AIA, in its sole discretion, may terminate your use of the Site or your participation in it thereof, for any reason or no reason, and that AIA shall have no liability to you for any such action, except as set forth in any separate agreement You enter into with AIA.

12. Arbitration; Class Action Waiver

ALL DISPUTES, CLAIMS, AND CAUSES OF ACTION ARISING OUT OF OR RELATED TO THE LICENSE GRANTED BY AIA TO YOU HEREUNDER OR THIS AGREEMENT SHALL BE SETTLED BY ARBITRATION IN CONTRA COSTA COUNTY, CALIFORNIA, ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION IN ACCORDANCE WITH ITS CONSUMER ARBITRATION RULES. YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY RIGHT THAT YOU MAY HAVE TO A TRIAL BY JURY REGARDING ANY DISPUTE. YOU UNDERSTAND THAT THIS AGREEMENT CONTAINS A BINDING ARBITRATION CLAUSE THAT AIA MAY ENFORCE.

YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY RIGHT THAT YOU MAY HAVE TO A PUNITIVE OR EXEMPLARY DAMAGES AWARD. ANY ARBITRATION AWARD SHALL BE LIMITED TO ACTUAL DAMAGES AND ATTORNEYS’ FEES.

YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY RIGHT THAT YOU MAY HAVE TO ANY FORM OF CLASS ARBITRATION. YOUR DISPUTE SHALL BE RESOLVED INDIVIDUALLY AND SHALL NOT BE CONSOLIDATED WITH ANY OTHER CLAIM OF ANY OTHER PERSON OR ENTITY.

YOU AGREE AND ACKNOWLEDGE THAT YOU MUST INITIATE ANY DISPUTE BY FILING A PROPER DEMAND FOR ARBITRATION WITHIN ONE YEAR OF THE DATE OF YOUR USE OF THE SITE AND THAT YOU CAN BRING NO DISPUTE AFTER THAT TIME.

JUDGMENT ON THE AWARD RENDERED BY THE ARBITRATOR(S) MAY BE ENTERED IN ANY COURT HAVING JURISDICTION. JURISDICTION FOR ANY APPEAL OF AN ARBITRATION AWARD IS APPROPRIATE ONLY IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF CALIFORNIA.

YOU AGREE AND ACKNOWLEDGE THAT ANY DISPUTE, INCLUDING THE FACT AND OUTCOME OF ARBITRATION, IS CONFIDENTIAL. YOU ALSO AGREE AND ACKNOWLEDGE THAT ANY ARBITRATOR MUST AGREE TO THE SAME CONFIDENTIALITY.

YOU AGREE AND ACKNOWLEDGE THAT AIA WOULD NOT PERMIT USE OF ITS SITE ABSENT YOUR AGREEMENT TO ARBITRATE AND WAIVER OF YOUR RIGHT TO A TRIAL BY JURY.

13.       Miscellaneous

AIA reserves the right to modify this Agreement at its sole discretion at any time. Therefore, it is important that you read this page regularly to ensure you are familiar with the most updated Agreement.  Any changes to this agreement may apply immediately upon posting. Although AIA is not obligated to provide you with notice of any changes, any changes to this Agreement will not apply retroactively to events that occurred prior to such changes. Your continued use of this Site will constitute your agreement to any new provisions within the revised Agreement.

If a court of law finds that any provision of this Agreement is invalid or unenforceable, the remaining provisions will continue to be valid and enforceable. AIA may assign this Agreement at any time without notice to you. You may not assign this Agreement.

This Agreement is governed by the laws of the State of California, without regard to choice of law principles.  

Registrations, agreements, and terms presented by AIA electronically to you have the same effect as one in writing and are legally enforceable as a signed writing. You also consent to receive all communications regarding the Site electronically from AIA. The delivery of any communication from AIA is effective when sent by AIA, regardless of when you receive or read the communication. In addition, AIA is not responsible for communications that do not reach you if you have not provided AIA with your current contact information. If you decided not to receive notices from AIA electronically, AIA may terminate your access to the Site.

14. Contact AIA.

If you have any questions or need to contact AIA for any reason relating to this Agreement, please contact AIA at: