Cherish and Remember Victims of Covid-19 Terms of Service

 

These Terms of Service (“Terms”) constitute a legally binding agreement between you and Cherish and Remember Victims of Covid-19 (“Cherish and Remember”, “we”, “us”, or “our”).    

 

IMPORTANT NOTICE:  BY USING THE SERVICES (defined below), YOU AGREE TO BE BOUND BY:

1. AGREE TO BE BOUND BY:

2. THESE TERMS, INCLUDING THE ASSUMPTION OF RISK, DISCLAIMER OF WARRANTIES, LIMITATION OF LIABILITY, INDEMNITY, AND WAIVER OF JURY TRIAL PROVISIONS, and 

3. OUR PRIVACY POLICY, available at https://www.cherishandremember.org/user-agreement 

4. EXPRESSLY CONSENT TO OUR DATA SHARING POLICIES OUTLINED IN THE PRIVACY POLICY.

 

IF YOU DO NOT UNDERSTAND THESE TERMS OR AGREE TO BE BOUND BY THE ABOVE, DO NOT USE THE SERVICES.

 

1. Agreement

 

This Agreement governs your use and access to the Cherish and Remember services, including without limitation the website, source code, scripts, interfaces, graphics, displays, text, documentation and other components and information downloaded or available through the Services, and any updates to and portions of the foregoing (collectively, the “Services”) and all content, including without limitation all databases, text, graphics, images, communications and other materials available through the Services (collectively, “Content").

 

2. Accounts; Third Party Terms

 

Certain features of the Services may only be available to end users who have created one or more accounts with Cherish and Remember or selected third parties including but not limited to Social Media accounts such as Facebook (“Accounts”). In order to use or access certain features of the Services, your Accounts must be active. 

 

You agree to take reasonable steps to protect the login details for your Accounts, including without limitation your username and password, and keep them secret. You are responsible for all activities performed using your Accounts whether or not you have authorized the access.  You agree to comply with any applicable third-party terms of agreement when using the Services.

 

3. Intellectual Property Rights 

 

The Services and all copyrights, patents, trademarks, trade secrets and other intellectual property rights associated therewith are, and shall remain, the property of Cherish and Remember and/or its affiliates, partners, suppliers and licensors.  Except as expressly stated in these Terms, you are not granted any intellectual property rights in or to the foregoing.  All rights not expressly granted in these Terms are reserved and retained.

 

4. User Content; Social Media Content

 

The Services may provide for features that allow you to communicate with the Cherish and Remember community and/or submit information such as your name, username, email address, comments, photographs and videos (collectively, “User Content”) and to publicly share User Content with other users (“Social Media Content”).  You agree not to submit any User Content that is illegal, obscene, threatening, defamatory, invasive of privacy, infringing the intellectual property rights (including publicity rights), or otherwise injurious to third parties, consists of or contains software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam” or unsolicited commercial electronic messages.  You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of any User Content.  We reserve the right to remove or edit any User Content in violation of this paragraph, though we do not assume any obligation to regularly review the same.  You represent and warrant that you own or otherwise control all of the rights to the User Content, that the User Content is accurate, and that use of the User Content you supply does not violate these Terms and will not cause injury to any person or entity. We have the right but not the obligation to monitor and edit or remove any activity or content. We take no responsibility and assume no liability for any User Content posted by you or any third party.

 

You hereby grant us a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, perform, translate, create derivative works from, distribute, and display your Social Media Content throughout the world in any media. You grant us and our sublicensees the right to use the name that you submit in connection with such content, if we or they choose to do so.

 

5. Term and Termination

 

These Terms are effective until terminated by you or us.  We may, in our sole and absolute discretion, at any time and for any or no reason, suspend or terminate these Terms and the rights afforded to you under these Terms, with or without prior notice.  Your rights under these Terms will terminate automatically if you fail to comply with any of its terms or discontinue your access to the services.  Upon termination of these Terms, you must discontinue all use of the Services.

 

The provisions set forth in the following sections of these Terms shall survive the termination of these Terms: 3, 4 and 6-10.

 

6. Disclaimer of Warranties

 

YOUR USE OF OR RELIANCE UPON THE SERVICES, CONTENT, AND ANY THIRD PARTY CONTENT, SOFTWARE, AND SERVICES ACCESSED THEREBY IS SOLELY AT YOUR SOLE RISK.  

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND.  CHERISH AND REMEMBER HEREBY DISCLAIMS ANY AND ALL REPRESENTATIONS, WARRANTIES, CONDITIONS AND GUARANTIES REGARDING THE SERVICES, CONTENT, AND THIRD PARTY CONTENT, SOFTWARE, AND SERVICES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUALITY, COMPATIBILITY, QUIET ENJOYMENT, SECURITY, ACCURACY AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. 

IN ADDITION, CHERISH AND REMEMBER MAKES NO WARRANTY THAT: (I) THE SERVICES, CONTENT, OR THIRD PARTY CONTENT, SOFTWARE, AND SERVICES WILL MEET YOUR REQUIREMENTS; (II) THE SERVICES, CONTENT, OR THIRD PARTY CONTENT, SOFTWARE, AND SERVICES WILL BE UNINTERRUPTED, ACCURATE, RELIABLE, TIMELY, SECURE OR ERROR-FREE; (III) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL ACCESSED OR OBTAINED BY YOU THROUGH THE SERVICES WILL BE AS REPRESENTED OR MEET YOUR EXPECTATIONS; OR (IV) ANY ERRORS IN THE SERVICES, CONTENT, OR THIRD PARTY CONTENT, SOFTWARE, AND SERVICES WILL BE CORRECTED. 

YOU ACKNOWLEDGE THAT CHERISH AND REMEMBER HAS NO OBLIGATION TO CORRECT ANY ERRORS OR OTHERWISE SUPPORT OR MAINTAIN THE SERVICES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

 

7. Limitation of Liability

 

TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL CHERISH AND REMEMBER OR ITS AFFILIATES, PARTNERS, SUPPLIERS AND LICENSORS BE LIABLE FOR PERSONAL INJURY OR FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS OR USE, OR INABILITY TO ACCESS OR USE, THE SERVICES, CONTENT, AND ANY THIRD PARTY CONTENT, SOFTWARE,  AND SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE), AND WHETHER OR NOT THE DAMAGES WERE FORESEEABLE OR THEY WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 

Without limiting the generality of the foregoing, Cherish and Remember’s aggregate liability to you (whether under contract, tort, statute or otherwise) shall not exceed the amount of fifty dollars ($50.00). You agree that this limitation of liability represents a reasonable allocation of risk and is a fundamental element of the basis of the bargain between Cherish and Remember and you. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.

 

8. Indemnification

 

You shall indemnify, defend and hold harmless Cherish and Remember and its affiliates, partners, suppliers and licensors, and each of their respective officers, directors, agents and employees (the "Indemnified Parties") from and against any claim, proceeding, loss, damage, fine, penalty, interest and expense (including, without limitation, reasonable attorney’s fees, investigation fees, and professional and technical advisor fees) arising out of or in connection with: (i) your access and use of the Services, Content, and any third party content and services; (ii) your breach of these Terms; (iii) your violation of law; (iv) your negligence or willful misconduct; or (v) your violation of the rights of a third party, including the infringement by you of any intellectual property or misappropriation of any proprietary right or trade secret of any person or entity. 

 

9. Governing Law; Jurisdiction and Venue; Waiver of Right to Jury Trial

 

Except to the extent set forth in the following paragraph, these Terms shall be governed by and construed in accordance with the laws of the State of New Jersey, excluding its principles of conflict of laws. Any suit, action or proceeding arising out of or in connection with these Terms shall be brought before the appropriate state or federal court located in Essex County, New Jersey, and each of the parties hereby consents to the exclusive jurisdiction of those courts (and of the appropriate appellate courts therefrom) in any suit, action or proceeding and irrevocably waives, to the fullest extent permitted by law, any objection which it may now or hereafter have to the laying of the venue of any suit, action or proceeding in any of those courts or that any suit, action or proceeding which is brought in any of those courts has been brought in an inconvenient forum.  We each waive any right to a jury trial in any suit, action or proceeding arising out of or in connection with these Terms.

If you are a citizen of any European Union country or Switzerland, Norway or Iceland, the governing law and forum shall be the laws and courts of your usual place of residence.

Specifically excluded from Software to these Terms is that law known as the United Nations Convention on the International Sale of Goods.

 

10. Miscellaneous

 

(a) Severability. In the event that any portion of these Terms shall be declared invalid by order, decree or judgment of a court with respect to a party, the remainder of these Terms, or the Services of such provision to persons other than those to whom it is held invalid or unenforceable shall not be affected and each remaining provision of these Terms shall be valid and enforceable to the fullest extent permitted by law, except when such construction would operate as an undue hardship on a party or constitute a substantial deviation from the general intent and purpose of the parties as reflected in these Terms.

 

(b) No Waiver. Except as provided herein, the failure to exercise a right or require performance of an obligation under these Terms shall not affect a party's ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute waiver of any subsequent breach.

 

(c) Third Party Beneficiaries. Nothing contained in these Terms is intended or shall be construed to confer upon any person (other than the parties hereto) any rights, benefits or remedies of any kind or character, or to create any obligations or liabilities of a party to any such person.

 

(d) Entire Agreement. These Terms and the documents incorporated herein by reference constitute the entire agreement with respect to the use of the Services licensed hereunder and supersedes all prior or contemporaneous understandings regarding such subject matter.  No advice or information, whether oral or written, obtained by you from Cherish and Remember, its affiliates, partners, suppliers and licensors or provided through the Services shall create any representation, warranty or guaranty. 

(e) Modification or Amendment. We may prospectively modify or amend these Terms by providing notice in the Services.  You will be deemed to have agreed to any such modification or amendment by continuing to use the Services following the date on which such notice is provided.

 

(f) Notices. You may direct any questions, complaints or claims related to these Terms or the Services to Cherish and Remember at contact@cherishandremember.org.