Online Terms of Service
The Latinum Network’s Online Terms of Service: Effective February 15, 2010
THE LATINUM NETWORK, a business of EcoNet Ventures LLC (“Latinum Network,” “we” or “us“) operates a members-only business network exclusively available for its member companies (“Member Companies”) and their executives and partners (“Member Representatives”) and focused exclusively on the US Hispanic market (Member Companies and Member Representatives shall be referred to herein, collectively, as “Members”). The Latinum Network Digital Platform is an online Member resource where Members can set up a profile, view our and member-submitted content, post content, receive related emails, newsletters or services and more (the “Services”). To pursue this mission we offer a Member-focused website located at members.latinumnetwork.com (the “Site“).
Please read the following terms and conditions (“Terms of Service“) carefully. These Terms of Service govern your access to and use of the Site, including any content, information, products or Services therein. This is a legal agreement between you and us and applies to any user of the Site regardless of whether you are a Member.
YOU UNDERSTAND THAT BY USING THE SITE, SERVICES (INCLUDING ANY CONTENT PROVIDED THEREIN), OR YOUR ACCOUNT, YOU ARE AGREEING TO BE BOUND BY THESE TERMS OF SERVICE. IF YOU ARE USING THE SITE OR SERVICES ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, SUCH ENTITY MAY HAVE A SEPARATE AGREEMENT WITH US, BUT YOU ARE NEVERTHELESS INDIVIDUALLY BOUND BY THESE TERMS OF SERVICE. IF YOU DO NOT WANT TO BECOME A USER, DO NOT ACCESS, VIEW, DOWNLOAD OR OTHERWISE USE ANY LATINUM NETWORK WEBPAGE, INFORMATION OR SERVICES. IF YOU DO NOT ACCEPT THESE TERMS OF SERVICE IN THEIR ENTIRETY, YOU MAY NOT ACCESS OR USE THE SITE OR SERVICES.
1. Modification of the Site or Terms of Service.
We reserve the right, in our sole discretion, at any time to modify, discontinue or terminate the Site, or modify these Terms of Service without notice. All modified terms and conditions will be effective after they are posted on the Site (unless a longer notice period is required by applicable law). If any modified terms and conditions are not acceptable to you, your sole remedy is to cease using the Site, and if applicable, cancel your Account (defined below). By continuing to access or use the Site after we make any such modification, you agree to be bound by the revised Terms of Service.
2. Registration and Eligibility.
b. You are responsible for safeguarding and maintaining the confidentiality of your username, password and corresponding Account information. You agree not to disclose your password to anyone. You agree that you are entirely and solely responsible for any and all activities or actions that occur under your Account, whether or not you have authorized such activities or actions. You agree to notify us of any unauthorized use of your Account or any other breach of security within (24) twenty-four hours of such use being known to you. In the event that your user name or password is lost or stolen, please notify us immediately so that a new user name or password can be created.
c. You will provide true, accurate and complete registration information and will maintain as current and promptly update relevant personal information provided to us. You will not use false identities or impersonate any other person or use a name that you are not authorized to use.
d. You consent to the use of: (a) electronic means to complete these Terms of Service and to provide you with any notices given pursuant to these Terms of Service; and (b) electronic records.
e. If your membership is the result of your employment with a Member Company or other entity that is a client of The Latinum Network, then, without limiting our rights under Section 5 below, we may revoke your Member status and access to the Site and Services upon the termination of your employment.
Certain types of content are made available through the Site. “Latinum Content” as used in these Terms of Service means, collectively, the text, data, graphics, images, photos, video files or any other content made available through the Site, excluding User Submissions. “User Submissions” as used in these Terms of Service means, collectively, the text, data, graphics, images, photos and other content and information which Members post, upload and otherwise submit to the Site, including without limitation in Member created profile pages. WE RESERVE THE RIGHT TO REMOVE AND PERMANENTLY DELETE ANY LATINUM CONTENT OR USER SUBMISSIONS FROM THE SITE WITHOUT NOTICE.
4. Your Obligations in Using the Site and Services.
The Site and Services may be used and accessed for lawful purposes only. You do not have to submit anything to us, but to the extent that you do, you agree to do so only in strict compliance with these Terms of Service. You agree to abide by all applicable local, state, national and foreign laws, treatises and regulations in connection with your use of the Site and Services. If you are a Member Representative, you agree to obtain permission from your Member Company for any User Submission that you submit and you represent and warrant that the distribution of such User Submission does not violate any corporate policy or right of your Member Company. In addition, without limitation, you agree that you will not do any of the following while using or accessing the Site or Services:
a. Circumvent, disable or otherwise interfere with security related features of the Site or features that prevent or restrict use or copying of any Latinum Content;
b. Upload, post, email or otherwise transmit (i) any User Submission to which you do not have the lawful right to copy, transmit and display (including any User Submission that would violate any confidentiality or fiduciary obligations that you might have with respect to the User Submission); (ii) any User Submission for which you do not have the consent or permission of each identifiable person in the User Submission to use the name, voice, signature, photograph, or likeness of each such person (to the extent each is implicated by the User Submission) and such consent or permission is necessary; or (iii) any User Submission that infringes the intellectual property rights or violates the privacy rights of any third party (including without limitation copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);
c. Use any meta tags or other hidden text or metadata utilizing a Latinum Network name, trademark, URL or product name;
d. Upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, “pyramid schemes” or any other form of solicitation;
e. Forge any TCP/IP packet header or any part of the header information in any posting or in any way use the Site or Services to send altered, deceptive or false source-identifying information;
f. Upload, post, email, or otherwise transmit, via the Site or Services, any User Submissions that are unlawful, obscene, harmful, threatening, harassing, defamatory or hateful or that contain objects or symbols of hate, invade the privacy of any third party, contain nudity (including without limitation any pornography, erotica, child pornography or child erotica), are deceptive, threatening, abusive, inciting of unlawful action, defamatory, libelous, vulgar or violent or constitute hate speech or are otherwise objectionable our opinion;
g. Upload, post, email, or otherwise transmit any User Submissions that contain software viruses or any other computer code, files, or programs designed to (i) interrupt, destroy or limit the functionality of any computer software; or (ii) interfere with the access of any User, host or network, including without limitation sending a virus, overloading, flooding, spamming or mail-bombing the Site;
h. Upload, post, email or otherwise transmit any User Submissions that include code that is hidden or otherwise surreptitiously contained within the images, audio or video of any User Submissions that is unrelated to the immediate, aesthetic nature of the User Submissions;
i. Interfere with or disrupt (or attempt to interfere with or disrupt) any web pages available at the Site, servers or networks connected to the Site or the technical delivery systems of our providers or disobey any requirements, procedures, policies or regulations of networks connected to the Site;
j. Attempt to probe, scan or test the vulnerability of any Latinum Network system or network or breach or impair or circumvent any security or authentication measures protecting the Site or Services;
k. Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site or Services;
l. Attempt to access, search or meta-search the Site with any engine, software, tool, agent, device or mechanism other than software and/or search agents provided by us or other generally available third party web browsers (such as Microsoft Internet Explorer, Mozilla Firefox, Safari, or Opera), including without limitation any software that sends queries to the Site to determine how a website or web page ranks.
m. Collect or store personal data about other Users without their express permission;
n. Impersonate or misrepresent your affiliation with any person or entity, through pretexting or some other form of social engineering or otherwise commit fraud;
o. Use the Site or Services in any manner not permitted by these Terms of Service; or
p. Encourage or instruct any other individual to do any of the foregoing or to violate any term of these Terms of Service.
5. Termination; Cancellation.
a. We may immediately terminate or suspend your access to the Site and Services and remove any material (including User Submissions) from the Site or our servers, in the event that you breach these Terms of Service. Notwithstanding the foregoing, we also reserve the right to terminate the Site, Services or your access thereto at any time and for any reason. After such a termination, you understand and acknowledge that we will have no further obligation to provide the Services. Upon termination, all licenses and other rights granted to you by these Terms of Service will immediately cease. Latinum Network is not liable to you or any third party for termination of the Services or termination of your use of the Services. UPON ANY TERMINATION OR SUSPENSION, ANY INFORMATION (INCLUDING USER SUBMISSIONS) THAT YOU HAVE SUBMITTED ON THE SITE OR THAT WHICH IS RELATED TO YOUR ACCOUNT MAY NO LONGER BE ACCESSED BY YOU. Furthermore, we will have no obligation to maintain any information stored in our database related to your Account or to forward any information to you or any third party.
b. If you cease to be a member of the Latinum Network or if you are a Member Representative and you cease to be employed by your Member Company, your Account will be terminated. Upon any termination the related Account will no longer be accessible. If you wish to close an Account, please send a request to MemberServices@latinumnetwork.com.
c. Any suspension, termination or cancellation will not affect your obligations to Latinum Network under these Terms of Service (including but not limited to ownership, indemnification and limitation of liability), which by their sense and context are intended to survive such suspension, termination or cancellation.
6. Third Party Links.
The Site may provide links to third party websites or resources from the Site. You acknowledge and agree that Latinum Network is not responsible or liable for the availability or accuracy of, and Latinum Network does not endorse, such websites or resources or the content, products, or services on or available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
7. Intellectual Property Rights and Ownership.
b. User Submissions.
(i) License Grant. We do not claim ownership rights in your User Submissions. However, by uploading, posting, emailing or otherwise transmitting any User Submission to us or on the Site, you hereby grant us a non-exclusive, worldwide, royalty-free, sublicensable, perpetual and irrevocable right and license to use, reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast and otherwise exploit such User Submissions in any form, medium or technology now known or later developed, including without limitation on the Site and third party websites. You represent and warrant that you own or have the necessary licenses, rights, consents and permissions to grant the foregoing licenses to us. We will own all right, title and interest in and to all derivative works and compilations of User Submissions that are created by us or our agents or vendors, including all worldwide intellectual property rights therein. You agree to execute and deliver such documents and provide all assistance reasonably requested by us to give to us the full benefit of the rights granted to us by you.
(ii) Limitations. You acknowledge and agree that Latinum Network may, at its option, establish limits concerning User Submissions, including without limitation the maximum number of days that User Submissions will remain on the Site, the maximum size of any files that may be stored on or uploaded to the Site, and the maximum disk space that will be allotted to you for the storage of User Submissions on our servers. We will have no responsibility or liability for and you are solely responsible for creating back-ups of your User Submissions.
(iii) Disclaimer. Latinum Network has no ability to control the User Submissions that are uploaded, posted, emailed or otherwise transmitted using the Site or Services and does not have any obligation to monitor such User Submissions for any purpose and, as a result, is not responsible for the accuracy, completeness, appropriateness, legality or applicability of the User Submissions or anything said, depicted or written by Users, including without limitation any information obtained by using the Site. Latinum Network does not endorse any User Submission or any opinion, recommendation, or advice expressed therein and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against us with respect thereto. LATINUM NETWORK IS NOT RESPONSIBLE FOR A USER’S MISUSE OR MISAPPROPRIATION OF ANY CONTENT OR INFORMATION YOU POST ON THE SITE.
8. Copyrighted Materials: No Unauthorized Use.
YOU WILL NOT USE THE SITE OR SERVICES TO TRANSMIT, ROUTE, PROVIDE CONNECTIONS TO OR STORE ANY MATERIAL THAT INFRINGES COPYRIGHTED WORKS OR OTHERWISE VIOLATES OR PROMOTES THE VIOLATION OF THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY. If you believe that any material included within the Site or the Service violates your copyright, please refer to, and avail yourself of, the procedures set forth in the Section 13 (Claims Regarding Copyright Infringement) below.
9. Disclaimer of Warranties.
YOUR USE OF THE SITE, SERVICES, LATINUM CONTENT AND USER SUBMISSIONS IS AT YOUR SOLE DISCRETION AND RISK. THE SITE, SERVICES, LATINUM CONTENT AND USER SUBMISSIONS, AND ALL MATERIALS, INFORMATION, PRODUCTS AND SERVICES INCLUDED THEREIN, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND. LATINUM NETWORK EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE SITE, SERVICES, LATINUM CONTENT AND USER SUBMISSIONS, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. LATINUM NETWORK DISCLAIMS ANY WARRANTIES: (I) REGARDING THE SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE SITE; OR (II) THAT THE SITE, SERVICES, LATINUM CONTENT AND USER SUBMISSIONS WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US, WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
THE LATINUM NETWORK HAS WORKED TO ENSURE THE ACCURACY OF THE INFORMATION IT PROVIDES TO ITS PARTICIPANTS. HOWEVER, THE LATINUM NETWORK IS NOT ENGAGED IN RENDERING LEGAL, ACCOUNTING, OR OTHER PROFESSIONAL SERVICES. ITS REPORTS SHOULD NOT BE CONSTRUED AS PROFESSIONAL ADVICE ON ANY PARTICULAR SET OF FACTS OR CIRCUMSTANCES. MEMBERS REQUIRING SUCH SERVICES ARE ADVISED TO CONSULT AN APPROPRIATE PROFESSIONAL. THE LATINUM NETWORK IS NOT RESPONSIBLE FOR ANY CLAIMS OR LOSSES THAT MAY ARISE FROM A) ANY ERRORS OR OMISSIONS IN THEIR REPORTS, WHETHER CAUSED BY THE LATINUM NETWORK OR ITS SOURCES, OR B) RELIANCE UPON ANY RECOMMENDATION MADE BY THE LATINUM NETWORK.
10. Limitation of Liability.
IN NO EVENT WILL LATINUM NETWORK, ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITE, SERVICES, LATINUM CONTENT AND USER SUBMISSIONS WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT LATINUM NETWORK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION AND IN NO EVENT WILL LATINUM NETWORK’S CUMULATIVE LIABILITY TO YOU EXCEED $100.
You agree to defend, indemnify, and hold Latinum Network, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable attorney’s fees and costs, arising out of or in any way connected with (i) your access to or use of the Site, Services, Latinum Content and User Submissions; (ii) your violation of these Terms of Service; (iii) your violation of any third party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (iv) any claim that one of your User Submissions caused damage to a third party, including without limitation claims that your User Submissions are infringing.
a. Governing Law; Venue: This Terms of Service shall be governed by and interpreted in accordance with the laws of the State of Maryland excluding that body of law pertaining to conflict of laws. Any legal action or proceeding arising under this Terms of Service will be brought exclusively in courts located in Maryland and the parties hereby irrevocably consent to the personal jurisdiction and venue therein.
b. Severability: If any provision of these Terms of Service is found to be invalid or unenforceable under mandatory laws of a particular jurisdiction, such provision shall be interpreted as to give maximum effect to its intended purpose and this shall not affect the validity or enforceability of (a) such provision under the laws of any other jurisdiction, or (b) any other provision of the Agreement.
c. Notices: By us: We may notify you via postings on www.latinumnetwork.com, and via email or any other communications means to contact information you provide to us. The date of receipt shall be deemed the date on which such notice is posted or transmitted. By you: You may also notify us via email at Legal@latinumnetwork.com or via mail or courier at The Latinum Network, Inc., Attn: Legal Department, 7700 Old Georgetown Road, Suite 830, Bethesda, MD 20814; any notices that you provide without compliance with this Section on Notices shall have no legal effect. The date of receipt shall be deemed the date on which we actually receive such notice.
d. Entire Agreement: You agree that these Terms of Service constitutes the entire, complete and exclusive agreement between you and us regarding the Service and supersedes all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of these Terms of Service.
e. No informal waivers, agreements or representations: Our failure to act with respect to a breach by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches.
f. No Injunctive Relief: In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the Site or Service, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the Site or Service or any content or other material used or displayed through the Site or Service.
g. Assignment and Delegation: You may not assign or delegate any rights or obligations under these Terms of Service and any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under these Terms of Service, fully or partially. We may also substitute, by way of unilateral novation, effective upon notice to you, The Latinum Network, Inc. for any third party that assumes our rights and obligations under this Agreement.
13. Claims Regarding Copyright Infringement
Latinum Network respects the intellectual property rights of others and expects its users to do the same. In accordance with the Digital Millennium Copyright Act of 1998, Latinum Network will respond expeditiously to claims of copyright infringement committed using the Service that are reported to the Latinum Network Designated Copyright Agent identified in the sample notice below.
If you are a copyright owner, authorized to act on behalf of one or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through the Site or other online network accessible through a mobile device or other type of device by completing the following DMCA Notice of Alleged Infringement and delivering it to the Latinum Network Designated Copyright Agent. Upon receipt of Notice as described below, Latinum Network will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged use from the Site and/or termination of the Member’s account.
DMCA Notice of Alleged Infringement (“Notice”)
1. Identify the copyrighted work that you claim has been infringed, or – if multiple copyrighted works are covered by this Notice – you may provide a representative list of the copyrighted works that you claim have been infringed.
2. Identify the material or link you claim is infringing (or the subject of infringing activity) and that access to which is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Site where such material may be found.
3. Provide your mailing address, telephone number, and, if available, email address.
4. Include both of the following statements in the body of the Notice:
– “I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use).”
– “I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”
5. Provide your full legal name and your electronic or physical signature.
Deliver this Notice, with all items completed, to Latinum Network’s Designated Copyright Agent:
c/o The Latinum Network
2 Bethesda Metro Center, Suite 300,
Bethesda, MD 20814