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Please read the Terms of Service ("TOS") carefully. The TOS governs your use of the Higher Education Resource Services Web site (the "Web site") and the products and services provided through or in connection with the Web site (collectively, the "Service"). Each time you use the Service, you acknowledge that you have read and agree to be bound by the TOS. If you do not agree to be bound by the TOS, you may not use the Service. This Agreement affects your legal rights. If you have questions about the TOS, please consult an attorney.
You must read, agree with and accept all of the terms and conditions contained in this Agreement and the Privacy and Security Policy before you may become a member of Higher Education Resource Services. The party you are contracting with is Higher Education Resource Services ("HERS"). We strongly recommend that, as you read this Agreement, you also access and read information contained in the other pages referred to in this document, as they may contain further terms and conditions that apply to you as a HERS user. Please note: underlined words and phrases are links to these pages and Web sites.
We may amend this Agreement from time to time by posting the amended terms on the Web site. Except as stated below, all amended terms shall automatically be effective 30 days after they are posted on the site. In addition, we will notify you in accordance with your Communications Preferences. This Agreement may not otherwise be amended except in writing signed by you and HERS.
- Membership Eligibility
The Service is available only to, and may only be used by, individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, the Service is not available to persons under the age of 18 (eighteen) or to temporarily or indefinitely suspended HERS members. If you are under the age of 18, you can use the Service only with and under the supervision of your parents or guardians. If you do not qualify, please do not use the Service. Further, your HERS account, including your feedback and Public ID may not be transferred or sold to another party.
- Fees and Services
Joining HERS and viewing the Web site are free. We do charge fees for applications on our Web site. When you apply you have an opportunity to review and accept the fees that you will be charged. We may change the fees for our services from time to time and such changes are effective when we post them on the Web site. We may change some or all of our services at any time. In the event we introduce a new service, the fees for that service are effective at the launch of the service. Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for paying all fees associated with using the Service and all applicable taxes.
- Your Information
3.1 Definition
"Your Information" is defined as any information you provide to us or other users in the registration, in any public message area or through any e-mail feature. You are solely responsible for Your Information. HERS acts as a conduit for your online distribution and publication of your information.
3.2 Privacy
HERS may read anything posted on the Service or sent using the Service. Postings and correspondence sent through this Service should not be considered private.
3.3 Restricted Activities
Your Information and your activities on the Service shall not (a) be false, inaccurate or misleading; (b) be fraudulent (c) infringe any third party's copyright, patent, trademark or any other proprietary rights or rights of publicity or privacy; (d) violate any law, statute, ordinance or regulation (including, but not limited to, those governing consumer protection, anti-discrimination or false advertising); (e) be defamatory, unlawfully threatening or unlawfully harassing, libelous, abusive, vulgar, obscene, pornographic, or otherwise indecent; (f) contain any viruses, Trojan horses, worms or other computer routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (h) create liability for HERS or cause us to lose (in whole or in part) the services of our Internet Service Providers or other suppliers; and (i) link directly or indirectly to or include descriptions of anything that (aa) is prohibited under this Agreement; or (bb) that you do not have a right to link to or include.
3.4 License
Solely to enable HERS to use the information you supply us with, so that we are not violating any rights you might have in that information, you agree to grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise the copyright, publicity and database rights (but no other rights) you have in Your Information , in any media now known or not currently known, with respect to Your Information, HERS will only use Your Information in accordance with our Privacy and Security Policy.
- Access and Interference
The Higher Education Resource Services Web site includes robot exclusion headers. Much of the information on the Service is updated on a real-time basis and is proprietary or is licensed to HERS by Users or third parties. You agree that you will not use any robot, spider, scraper or other automated means to access the Service for any purpose without our express written permission. Additionally, you agree that you will not: (i) take any action that imposes, or may impose in our sole discretion an unreasonable or disproportionately large load on our infrastructure; (ii) copy, reproduce, modify, create derivative works from, distribute or publicly display any content (except for Your Information) from the Service without the prior expressed written permission of HERS and the appropriate third party, as applicable; (iii) interfere or attempt to interfere with the proper working of the Service or any activities conducted using the Service or (iv) bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Service.
- Breach
Without limiting other remedies, HERS may limit your activity, immediately remove your account, warn Users of your actions, issue a warning, temporarily suspend, indefinitely suspend or terminate your membership and refuse to provide our services to you if: (a) you breach this Agreement or the documents it incorporates by reference; (b) HERS is unable to verify or authenticate any information you provide to us; or (c) HERS believes that your actions may cause financial loss or legal liability for you, other users or us.
- Privacy
We do not sell or rent your personal information to third parties without your explicit consent and we only use your information as described in the Privacy and Security Policy. We view protection of users' privacy as a very important part of our mission. We understand that you and your information are some of our most important assets. We store and process your information on computers located in the United States that are protected by physical and technological security devices.
- No Warranty
Although we do our best to make sure the Higher Education Resource Services Service is always functioning and accessible, we do not guarantee that the Service will be operable 100% of the time. We, our subsidiaries, officers, directors, employees and our suppliers provide the Service "as is" and without any warranty or condition, express, implied or statutory. We, our subsidiaries, officers, directors, employees and our suppliers specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights that vary from state to state.
This Web site contains links to other Web sites. Since we do not control these Web sites, we encourage you to review the policies of these sites. Inclusion of such links does not constitute an endorsement or any type of partnership or association with those sites or their operators.
- Limitation of Liability
In no event shall HERS, our subsidiaries, officers, directors, employees or our suppliers be liable for lost profits or any special, incidental or consequential damages arising out of or in connection with our Service or this agreement (however arising, including negligence).
Our liability, and the liability of our subsidiaries, officers, directors, employees, and suppliers, to you or any third parties in any circumstance is limited to the greater of (a) the amount of fees you pay to us in the 12 months prior to the action giving rise to liability, and (b) $100.
- Indemnification
You agree to indemnify and hold HERS and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
- Legal Compliance
You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of our Service.
- Notices
Except as explicitly stated otherwise, any notices shall be given by postal mail to HERS Attn: Legal Department,
University of Denver,
The Chambers Center,
1901 East Asbury Avenue, Denver, CO
80208
(in the case of HERS) or to the e-mail address you provide to HERS during the registration process (in your case). Notice shall be deemed given 24 (twenty-four) hours after e-mail is sent, unless the sending party is notified that the e-mail address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to HERS during the registration process. In such case, notice shall be deemed given 3 (three) days after the date of mailing.
- Resolution of Disputes
In the event a dispute arises between you and HERS, our goal is to provide you with a neutral and cost-effective means of resolving the dispute quickly. Accordingly, you and HERS agree that any claim or controversy at law or equity that arises out of this Agreement and our services ("Claims") shall be resolved in accordance with one of the subsections below or as otherwise mutually agreed upon in writing by the parties Before resorting to these alternatives, we strongly encourage you to first contact us directly to seek a resolution and we will consider reasonable requests to resolve the dispute through alternative resolution procedures, such as mediation, as an alternative to litigation.
12.1 Binding Arbitration
For any Claim (excluding Claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, you or HERS may elect to resolve the dispute through binding arbitration conducted by telephone, online and/or based solely upon written submissions where no in-person appearance is required. In such cases, the arbitration shall be administered by JAMS in accordance with their applicable rules, or any other established ADR provider mutually agreed upon by the parties. Any judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
12.2 Court
Alternatively, any Claim may be adjudicated by a court of competent jurisdiction located in Denvers County, Colorado or where the defendant is located (in our case, Denver, Colorado and in your case your home address or principal place of business). You and HERS agree to submit to the personal jurisdiction of the courts located within the county of Denver, Colorado.
12.3 Alternative Dispute Resolution
Alternatively, HERS will consider use of other alternative forms of dispute resolution, such as binding arbitration to be held in Denver County, Colorado or another location mutually agreed upon by the parties.
All Claims (excluding requests for injunctive or equitable relief) between the parties must be resolved using the dispute resolution mechanism that is selected in in accordance with the Section by the first party to file a Claim. Should either party file an action contrary to this Section 17, the other party may recover attorneys' fees and costs up to $1500, provided that the party seeking the award has notified the other party in writing of the improperly filed Claim, and the other party has failed to withdraw the Claim.
- Additional Terms
The following policies are incorporated into this Agreement by reference and provide additional terms and conditions related to specific services offered by HERS.
Privacy and Security Policy: http://hersnet.org/privacy.asp
Each of these policies may be changed from time to time and are effective immediately after we post the changes on the Service, except for the Privacy and Security Policy, which we will provide you with thirty days prior notice. In addition, when using the particular services offered by HERS, you agree that you are subject to any posted policies or rules applicable to that service, which may be posted from time to time. All such posted policies or rules are hereby incorporated by reference into this Agreement.
- General
This Agreement shall be governed in all respects by the laws of the State of Colorado as such laws are applied to agreements entered into and to be performed entirely within Colorado between Colorado residents. We do not guarantee continuous, uninterrupted or secure access to the Service, and operation of the Service may be interfered with my numerous factors outside of our control. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. You agree that this Agreement and all incorporated agreements may be automatically assigned by HERS in accordance with Section 15 "Notices", in our sole discretion. Headings are for reference only and in no way define, limit, construe or describe the scope of extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof. Sections 2 (Fees and Services) with respect to fees owed for our services, 3.2 (Release), 5.4 (License), 6 (Access and Interference), 11 (Limitation of Liability), 12 (Indemnification), and 16 (Resolution of Disputes) shall survive any termination or expiration of this Agreement.
- Disclosures
The services hereunder are offered by Higher Education Resource Services, located atUniversity of Denver,
The Chambers Center,
1901 East Asbury Avenue, Denver, CO
80208. If you are a resident of Colorado, you may have this same information emailed to you be sending a letter to the foregoing address with your email address and a request for this information.
Commercially available parental control protections (such as computer hardware, software, or filtering services) are available that may assist you in limiting access to material that may be harmful to or inappropriate for minors. If you are interested in learning more about these protections, information is available at http://www.safetysurf.com or other similar sites providing information on such protections. The preceding link is provided for information purposes only and is not intended as an endorsement of SafetySurf.com's Web site, services or policies. HERS is not affiliated with SafetySurf.com.
Disputes between you and HERS regarding our services may be reported to Customer Support by going to the Contact HERS page at http://hersnet.org/contact.asp We encourage you to report all user-to-user disputes to your local law enforcement, postmaster general or a certified mediation or arbitration entity.
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