Revised April 5, 2017
This is the official Terms and Conditions of Use (“Terms of Use”) for FoundationForSMFM.org (the “Site”), an internet website made available by the Foundation for SMFM (“the Foundation”, “we”, “us”, “our”), to provide information, products and/or services relating to the Foundation’s mission, programs, and initiatives. The Foundation has created and maintains this website as a benefit and service in furtherance of our nonprofit tax-exempt status.
By accessing and/or using this Site, you signify that you have read, understand and agree to be bound by the terms and conditions contained herein. Please read these Terms of Use carefully as well as the Foundation’s Privacy Policy that is incorporated herein by reference. If you do not agree to these Terms of Use and the Privacy Policy, you must immediately terminate use of the Foundation Site.
- Medical Disclaimer
While some of the information on this Site is about medical issues, it is not medical advice and should not be construed as such. While the Foundation tries to keep the information on this site current, we make no warranty or guarantee concerning the accuracy of the content. The services of a competent professional should be sought if medical advice or other expert assistance is required.
- License Grant
You are granted a personal, revocable, limited, non-exclusive, non-transferable license to access and use the Foundation website conditioned on your continued acceptance of, and compliance with, these Terms of Use. You may use the Foundation website and Foundation Content (as defined below) for your noncommercial personal use and for no other purpose. The Foundation reserves the right to bar, restrict or suspend any user's access to the Site, and/or to terminate this license at any time for any reason. The Foundation reserves any rights not explicitly granted in these Terms of Use.
- License Restrictions
Unless otherwise expressly stated in these Terms of Use or unless you receive the Foundation’s prior written consent, you may not modify, translate, create derivative works of, copy, distribute, market, display, remove or alter any proprietary notices or labels from, lease, sell, sublicense, clone, transfer, decompile, reverse engineer, or incorporate into any information retrieval system (electronic or mechanical), the Foundation website, any Foundation Content (as defined below), or any portion thereof. Further, you are prohibited from violating or attempting to circumvent the security of the Foundation website, and you may not (i) use the Foundation website for any unauthorized or illegal purpose or activity including, but not limited to, any activity to obtain or attempt to obtain unauthorized access to the Site, including Foundation Content; (ii) interfere with the proper working of the Site, including, but not limited to, the transmission of any virus, worm, trap door, back door, timer, clock, Trojan horse, or other limiting routine, instruction or design; (iii) interfere with any other person's use and enjoyment of the Site; (iv) attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (v) attempt to interfere with service to any user, host or network; (vi) forge any TCP/IP packet header or any part of the header information in any email or posting; (vii) use manual or automated software, devices, scripts, robots or other means or processes to access, “scrape,” “crawl,” or “spider” any Foundation Content contained on the Site; or (viii) engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Site.
Violations of system or network security may result in civil or criminal liability.
You agree that it is your responsibility to install anti-virus software and related protections against viruses, Trojan horses, worms, time bombs, bots or other computer programming routines or engines that are intended to damage, destroy, disrupt or otherwise impair a computer’s functionality or operation.
- Your Acceptance; Revisions to Terms of Use
The Foundation Site is available only to individuals who can enter into legally binding contracts under applicable law. These Terms of Use constitute a legally binding agreement between you and the Foundation regarding your use and access to the Site. By using the Site, you agree to the Terms of Use.
The Foundation reserves the right to revise these Terms of Use at any time in its sole discretion by posting revised Terms of Use to the Site. Your use of the Site signifies your acceptance of all the terms and conditions contained within the Terms of Use posted at the time of your use. You will be responsible for regularly reviewing the Terms of Use posted to the Site. No revision to these Terms of Use, including to the Arbitration provision set forth in Section 21, shall apply to a controversy or claim of which the Foundation had actual notice on or before the date of any such revision.
- Foundation Policies; Additional Terms and Conditions
The Foundation’s Privacy Policy, as well as other additional terms and conditions applicable to certain portions of the Site (collectively "Additional Terms and Conditions") are incorporated herein by reference. To the extent that there is a conflict between these Terms of Use and any Additional Terms and Conditions for the activity in which you choose to participate, the Additional Terms and Conditions shall govern.
- Personal Login Information
We may require you to have a unique user name and password combination in order to access and use certain services, features or functions of the Site, and we may also provide you with additional codes or passwords necessary to access and use certain features or functions of the Site. Please read our Privacy Policy, which describes the personally identifiable information we collect, use, disclose, manage and store. As part of the registration process for such services, features, or functions, we may assign usernames and passwords. Your username and password are personal to you and you may not allow any others to use your username or password under any circumstances. We are not liable for any harm caused or related to the theft or misappropriation of your username or password, disclosure of your username or password or your authorization of anyone else to use your username or password. You agree to immediately notify us if you become aware of or believe there is or may have been any unauthorized use of (or activity using) your user name or password or any other need to deactivate your user name or password due to security concerns.
- Privacy Policy
For information about the Foundation’s data protection practices and use and protection of your personal information, please read the Foundation’s Privacy Policy which is incorporated into and made a part of these Terms of Use.
- User Obligations
You warrant that you will abide by all applicable local, state, national and international laws and regulations with respect to your use of the Foundation website and not interfere with the use and enjoyment of the Site by other users or with the Foundation’s operation and management of the Site. You will, at all times, provide true, accurate, current, authorized, and complete information when submitting information or materials on the Site, including, without limitation, information required to be provided through a Site registration form. If any false, inaccurate, untrue, unauthorized or incomplete information is submitted by you, the Foundation reserves the right to terminate your access and use of the Site. You warrant that you will not impersonate any other person or entity, whether actual or fictitious, when using the Site, or defame or otherwise harm any party, including the Foundation, through your use of the Site. You will not transmit spam, bulk or unsolicited communications; forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any content transmitted through the Site; or misrepresent your affiliation with a person or entity.
No email address found on the site may be harvested or otherwise used for purposes of solicitation. The appearance of any staff members’ or board members’ address, email address, fax number, or telephone number on this site does not constitute permission for you to contact that member for commercial purposes or to send that member facsimile advertisements or commercial electronic mail massages.
For your protection, the Foundation would like to remind you that a U.S. federal law known as the “CAN-SPAM act” places restrictions on how Internet users may send email messages where the primary purpose of the message is commercial advertisement or to promote a commercial product or service. Keep in mind that, a) you are prohibited from using email addresses obtained from the Site for solicitation and b) it is your responsibility to make sure you comply with the CAN-SPAM Act.
- Proprietary Rights
The content of the Foundation’s website includes, without limitation, (i) the Foundation’s trademarks, service marks, logos, brands, and brand names, trade dress and trade names and other distinctive identification (collectively "Foundation Marks"); and (ii) documents, text, information, data, materials, interfaces, computer code, databases, products, services, software applications and tools, images, photographs, audio and video material, and artwork, and (iii) the design, structure, selection, compilation, assembly, coordination, expression, functionalities, applications, look and feel, and arrangement of any content contained in or available through the Site (the items identified in subsections (i) (ii) and (iii) shall be collectively referred to herein as "Foundation Content"). Foundation Content is the property of the Foundation, content providers or other third parties and is protected by law including, but not limited to, United States copyright, trade secret, patent, and trademark law, as well as other state, national and international laws, treaties and regulations. The reproduction, transmission, distribution, sale, publication, broadcast, circulation or dissemination of any Foundation Content by you, or by you through any other person or entity, is prohibited unless express written consent is separately obtained from the Foundation or the owner of such content if the Foundation is not the owner. Any use of the Foundation Marks without the Foundation’s express written consent is strictly prohibited. You may not alter, delete, obscure or conceal any copyright or other notices appearing in the Foundation Content, including any such notices appearing on any Foundation Content you are permitted to download, transmit, display, print, or reproduce from the Foundation website.
The Foundation does not claim ownership of the individual materials or information you may provide to us, including without limitation feedback, suggestions, posts, uploads, inputs, or submissions to our website. However, if You provide such materials or information to the Foundation:
You are warranting and representing that You own or otherwise control all of the rights to Your materials or information including, without limitation, all the rights necessary for You to provide, post, upload, input or submit the materials or information; and
You are granting the Foundation, its affiliated entities and necessary sublicensees permission to use Your materials or information, including without limitation the rights to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, make derivative or collective works, translate and reformat the materials or information, and to publish Your name in connection with Your materials or information. The Foundation will not pay You compensation with respect to the use of Your materials or information.
Any rights not expressly granted herein are reserved.
- Responsibility for Use of the Internet and the Foundation Website
Use of the Internet and the Foundation website is solely at your risk and is subject to all applicable local, state, national and international laws and regulations. The Foundation does not guarantee the confidentiality or security of any communication or other material transmitted to or from the Site over the Internet or other communication network. The Foundation shall not be obligated to correct or update the Site or Foundation Content and the Foundation shall not be liable for omissions, typographical errors, or out-of-date information which may appear on the Site.
- Third-Party Information
The Foundation website may feature materials, information, products, and services provided by third parties. Any such information, including but not limited to articles, press clippings, opinions, advice, statements, services, offers or other information made available by third parties such as content providers and other users of the Site are those of the respective third party and not of the Foundation. The Foundation makes no representation with respect to, nor does it guarantee or endorse, the quality, non-infringement, accuracy, completeness, timeliness, or reliability of such third-party materials, information, services or products.
- Links to Sponsors and Other Third-Party Websites
Certain links on the Site will let you leave the Site. These linked sites are not under the control of the Foundation, and the Foundation is not responsible for the contents of any linked site or any link contained in a linked site. These links are provided for your convenience and the inclusion of any link does not imply a recommendation or endorsement by the Foundation of any such linked site or the products therein.
- Links to the Foundation Website and Foundation Content
Third parties who post links to the Foundation website and/or Foundation Content may not use the Foundation trademark or logo and shall not suggest that the Foundation promotes or otherwise endorses any third-party products, business relationships, services, causes, campaigns, websites, content, or information. Any links to any portion of the Foundation website shall be the responsibility of the linking party. The Foundation reserves the right to require any linking party to disable or remove any link that violates the Foundation’s rights or causes interruption or deterioration of Foundation Content.
- Warranties Disclaimed
This Site, including all software, functions, materials, and information, is provided “as is” without warranties of any kind, either express or implied. The Foundation disclaims all warranties, express or implied, including but not limited to, warranties of quiet enjoyment and non-infringement and implied warranties of merchantability, fitness for a particular purpose, non-infringement, title, quiet enjoyment, merchantability of computer programs, data accuracy, system integration and informational content. The Foundation does not warrant or make any representations regarding the operation of this Site, the use, validity, accuracy or reliability of, or the results of the use of the materials on this Site or any other sites linked to this Site. The materials on this Site may be out of date, and the Foundation makes no commitment to update the materials at this Site. The Foundation does not and cannot guarantee or warrant that the files available for downloading from the site, if any, will be free from infection, viruses, worms, Trojan horses, or other code that manifest contaminating or destructive properties. The Foundation does not warrant that this Site, software, materials, products, or services will be uninterrupted or error-free or that any defects in this Site, software, materials, products, or services will be corrected. You understand, acknowledge, and agree that you are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security, and validity of any and all features and functions of the site, including, without limitation, all information, materials, and services made available via the website.
- Limitation of Liability
The Foundation Parties shall not be liable, and disclaim any liability, for any claim, loss or damage, direct or indirect, including, without limitation, compensatory, consequential, incidental, indirect, special, exemplary or punitive damages of any kind whatsoever in connection with, as a result of, or arising (i) out of the use of or inability to use the Foundation Site and/or any Foundation Content; (ii) from any interruption in the availability of the Site and/or Foundation Content; (iii) from any loss of data and/or from any equipment failure; (iv) out of the procurement of substitute goods or services resulting from any problems with the goods, content and/or services purchased or obtained from the Foundation website, or transactions entered into, through or from the Site; (v) from unauthorized access to or alteration of your transmissions or data; (vi) from statements or conduct of any third party on the Site; (vii) from any delay or failure of the Site; (viii) out of the use of, reference to, or reliance on, the Foundation Content; (ix) out of any third-party materials, information, products and services contained on, or accessed through, the Site; (x) out of any content, materials, accuracy of information, and/or quality of the products, services or materials provided by or advertised on third-party websites; or (xi) out of any other matter relating to the Foundation website or Foundation Content.
- Indemnification
You agree to indemnify, defend, and hold harmless the Foundation and its affiliates or any of its successors and assigns, and any of their respective officers, directors, employees, members, agents, representatives, licensors, advertisers, suppliers, and operational service providers from any liability, loss, claim, and expense (including attorneys’ reasonable fees) related to (1) your violations of these Terms of Use, and (2) your use of this Site.
We reserve the right to assume, at our sole expense, the exclusive defense and control of any such claim or action and all negotiations for settlement, or compromise, and you agree to fully cooperate with us in the defense of any such claim, action, settlement, or compromise negotiations, as we may request.
- Term and Termination
These Terms of Use will take effect at the time you begin using the Foundation website. The Foundation reserves the right, with or without notice, at any time and for any reason to deny you access to the Site or to any portion thereof, and to terminate these Terms of Use. These Terms of Use will terminate automatically if you fail to comply with the terms set forth herein. You may terminate these Terms of Use at any time by ceasing to use the Site, but all applicable provisions of these Terms of Use will survive such termination. Upon termination, you must destroy all copies of any portion of the Foundation website, including any Foundation Content, in your possession.
- Arbitration; Venue
Any controversy or claim (“Claim”) you have arising out of or relating to these Terms of Use shall be resolved by a single impartial arbitrator pursuant to proceedings administered by the American Arbitration Association under its rules for resolution of commercial disputes. Any such Claim shall be brought solely by you as an individual and not as part of, or as a representative of, a class. The arbitration shall be held in Washington, D.C. All submissions to the arbitrator, the proceedings and the award shall be confidential. The arbitration shall be conducted on an expedited basis with minimal discovery. The arbitrator’s award shall be final and binding. The courts located in the District of Columbia shall have exclusive jurisdiction and venue over (i) any action concerning the enforcement of an arbitration award, or (ii) if arbitration is not permitted by law, then any Claim you have arising out of or relating to these Terms of Use. You agree to unconditionally and irrevocably submit to the exclusive jurisdiction and venue of such courts and you will not object to such jurisdiction and venue on the grounds of lack of personal jurisdiction, inconvenient forum or otherwise. EACH PARTY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THESE TERMS OF USE. The Foundation reserves all rights and remedies available to it, in law or equity, with respect to any matter relating to these Terms of Use.
Neither party consents or agrees to any arbitration on a class or representative basis, and the arbitrator shall have no authority to proceed with an arbitration on a class or representative basis. No arbitration will be consolidated with any other arbitration proceeding without the consent of all parties. Any claim or controversy as to the enforceability of this arbitration provision’s restriction on your right to participate in or pursue a class action or class wide arbitration shall be brought only in the courts located in the District of Columbia.
- Governing Law
These Terms of Use and all matters regarding your use of the Foundation website shall be governed by, construed in accordance with, and enforced under the laws of the District of Columbia applicable to contracts made and executed and wholly performed in the District of Columbia, without regard to choice of law principles. Neither the Uniform Computer Information Transaction Act nor the United Nations Convention on Contracts for International Sale of Goods apply and their applicability is expressly excluded. Printed copies of any and all agreements and/or notices in electronic form shall be admissible in any legal, investigative or regulatory proceedings.
- Waiver and Severability
The failure of the Foundation to exercise or enforce any right or provision in these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be enforced to the fullest extent of the law, and all other provisions shall remain in full force and effect.
- Complete Agreement
These Terms of Use, together with any revisions, any Additional Terms or Conditions incorporated by reference, and any Click-through Agreement, constitutes the entire agreement between you and the Foundation relating to the Foundation website and its use by you, and supersedes any previous written or oral communication regarding use of the Site. The Foundation website is intended to be consistent with and in furtherance of the policies adopted by the Foundation Board of Directors.
- Contact Information
If you have any questions regarding these Terms of Use or the Foundation website, please contact us at:
Foundation for SMFM
409 12th St SW Ste 601
Washington, DC 20024
Phone: 202-517-7068
foundation@smfm.org
- Statute of Limitations
Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Foundation website must be filed by you within one (1) year after such claim or cause of action arose or be forever barred.
- Use of Foundation Website and Foundation Content Outside of the United States
The Foundation makes no claims regarding access or use of the Site or the Foundation Content outside of the United States. If you use or access the Site or the Foundation Content outside of the United States, you do so at your own risk and are responsible for compliance with the laws and regulations of your jurisdiction as well as these Terms of Use.
