This is a legal agreement between you (as an individual and as an authorized representative of your employer) and Geneva Media. It concerns your rights to use the Geneva Media service, any associated software and hardware, and any accompanying written materials (collectively, the 'Service'). In consideration for Geneva Media allowing you to access the Service, you are agreeing to be bound by the terms of this Agreement. If you do not or cannot agree to all the terms of this Agreement, do not use the Service. If you change your mind later, stop using the Service. Your prior use of the Service will also continue to be governed by this Agreement.This Web site, ttms.genevamedia.com, is owned and operated by Geneva Media Services LLC ('Geneva Media Services LLC'). Access and use of this Web site is provided by Geneva Media Services LLC to you on condition that you accept these Terms of Use, and by accessing or using this Web site, you agree to these Terms of Use. If you do not agree to accept and abide by these Terms of Use you should not access or use this Web site. Geneva Media Services LLC may revise and update these Terms of Use at any time and without notice. You are cautioned to review the Terms of Use posted on the Web site periodically. Your continued access or use of this Web site after any such changes are posted will constitute your acceptance of these changes.
This Web site, Mobile Web site, and Mobile Iphone/Android Application and its Service and Applications (the 'Service and Applications') is intended for customers of Geneva Media. All Content of Geneva Media Service and Applications contributed by the users of this Web site, Mobile Web site, and Geneva Media Iphone/Android Application are properties of Geneva Media. You may not use this Web site, Content, or the Service and Application for any purpose not related to your business with Geneva Media. You are specifically prohibited from: (a) downloading, copying, or re-transmitting any or all of the Web site, Content or the Service and Application without, or in violation of, a written license or agreement with Geneva Media; (b) using any data mining, robots or similar data gathering or extraction methods; (c) manipulating or otherwise displaying the Web site, Content, or the Service and Application by using framing or similar navigational technology; (d) registering, subscribing, unsubscribing, or attempting to register, subscribe, or unsubscribe any party for any Geneva Media product or service if you are not expressly authorized by such party to do so; and (e) using the Web site, Content, or the Service and Applications other than for its intended purpose. You may not interfere with the security of, or otherwise abuse this Web site, Content, or Service and Applications or any system resources, services or networks connected to or accessible through this Web site. You may only use this Web site for lawful purposes.
This Agreement shall be terminated without notice from Geneva Media if at any time you fail to comply with any of its terms. Upon termination, you must immediately (i) cease using the Service and Application and for any purpose; (ii) destroy or delete all copies and archives of the Service and Application or accompanying materials; and (iii) if requested, confirm to Geneva Media in writing that you have complied with these requirements. Upon notice from Geneva Media, or upon your knowledge that any Content provided to the Service and Application is subject to a threatened, potential or actual claim of infringement of another's right for which Geneva Media may be liable, you must immediately and at your own expense (i) stop using the Content; (ii) delete or remove the Content from your premises, computer systems and storage (electronic or physical); and (iii) ensure that your clients, printers or ISPs do likewise. You or your company and/or its representatives will be solely responsible for any and all cost or damages that result from using such Content.
All materials (including the organization and presentation of such material) on this Web site (the 'Materials') are the property of Geneva Media and its licensors and may be protected by intellectual property laws including laws relating to copyrights, trade-marks, trade-names, internet domain names, and other similar rights. Unless you have entered into a separate agreement with Geneva Media, any other use of these Materials without Geneva Media's written permission is prohibited.
Geneva Media updates the information on this Web site regularly. However, Geneva Media cannot guarantee or accept any responsibility or liability for the accuracy, currency or completeness of the information on this Web site. Geneva Media may revise, supplement or delete information, services and/or the resources contained in the Web site and reserves the right to make such changes without prior notification to past, current or prospective visitors.
This Web site may provide links to third party Web sites for your convenience only. The inclusion of these links does not imply that Geneva Media monitors or endorses these Web sites. Geneva Media does not accept any responsibility for such Web sites. Geneva Media shall not be responsible or liable, directly or indirectly, for any damage or loss, caused or alleged to be caused by or in connection with the use of or the reliance upon any information, Service and Application, goods or services available on or through any third party Web sites or linked resources.
Due to technical difficulties with the Internet, Internet software or transmission problems could produce inaccurate or incomplete copies of information contained on this Web site. Computer viruses or other destructive programs may also be inadvertently downloaded from this Web site. Geneva Media shall not be responsible or liable for any software, computer viruses or other destructive, harmful or disruptive files or programs that may infect or otherwise impact your use of your computer equipment or other property on account of your access to, use of, or browsing on this Web site or your downloading of any of the Materials from this Web site. Geneva Media recommends that you install appropriate anti-virus or other protective software.
THIS WEB SITE AND THE MATERIALS ARE PROVIDED 'AS IS' WITHOUT REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. Geneva Media DOES NOT REPRESENT OR WARRANT THAT THIS WEB SITE OR THE MATERIALS WILL MEET YOUR REQUIREMENTS OR THAT THEIR USE WILL BE UNINTERRUPTED OR ERROR FREE.
IN NO EVENT WILL Geneva Media BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST, SAVINGS, OR REVENUES TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. IN NO EVENT SHALL Geneva Media'S TOTAL LIABILITY TO YOU OR YOUR EMPLOYER AS APPLICABLE) EXCEED THE AMOUNT PAID TO Geneva Media FOR THE USE OF THE SERVICE IN THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. YOU ASSUME ALL RESPONSIBILITY AND RISK FOR USE OF THIS WEB SITE AND THE MATERIALS INCLUDING WITHOUT LIMITATION ANY OF THE INFORMATION CONTAINED THEREIN. IN NO EVENT SHALL Geneva Media OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, PARTNERS, OR AGENTS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOSS OF PROFITS, INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) IN CONNECTION WITH ANY CLAIM, LOSS, DAMAGE, ACTION, SUIT OR OTHER PROCEEDING ARISING UNDER OR OUT OF THESE TERMS OF USE, INCLUDING WITHOUT LIMITATION YOUR USE OF, RELIANCE UPON, ACCESS TO, OR EXPLOITATION OF THIS WEB SITE, THE MATERIALS OR ANY PART THEREOF, OR ANY RIGHTS GRANTED TO YOU HEREUNDER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER THE ACTION IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OR OTHERWISE.
You agree to indemnify and hold Geneva Media harmless against all claims or liability asserted against Geneva Media arising out of or in connection with any breach by you or anyone acting on your behalf of any of these Terms of Use. You agree to fully defend and indemnify Geneva Media from any and all claims, liabilities, and costs (including reasonable attorneys' fees) related to (i) your use of the Service, or (ii) your violation of the terms and conditions of this Agreement.
This Web site is controlled, operated and administered by Geneva Media Services LLC in the state of Virginia of the United States. This Web site can be accessed from all states and territories of the US, as well as from other countries around the world. As each of these jurisdictions has laws that may differ from those of the state of Virginia, by accessing this Web site, you acknowledge and agree that all matters relating to access to, or use of this Web site shall be governed by the laws of the state of Virginia and the federal laws of the US applicable therein (without reference to conflicts of laws principles). You also agree that any claims or disputes whatsoever arising hereunder shall be submitted to the exclusive jurisdiction and venue of the courts of the state of Virginia and acknowledge that you do so voluntarily
Failure by Geneva Media to enforce any provision of this Agreement shall not be construed a waiver of any provision or right. Interpretation and enforcement of this Agreement shall be governed by the laws of the state of Virginia (excluding its choice of law rules). You consent to personal jurisdiction in the federal and state courts of Arlington County, Virginia for any action arising out of or relating to your use of the Geneva Media Service. The federal and state courts of Arlington County, Virginia shall have exclusive jurisdiction over all such actions. In any such action, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including, but not limited to, its costs, both taxable and non-taxable, and reasonable attorneys' fees. In the event that any portion of this Agreement is held unenforceable, the unenforceable portion shall be construed in with applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the provisions shall remain in full force and effect. You agree and represent that you have the right, power, and authority to enter into this Agreement on behalf your employer and that this Agreement constitutes the legal, valid, and binding obligation of employer, and is enforceable against your employer in accordance with its terms and that no further consent, approval, acknowledgement, notification or authorization is necessary in order to bind your employer to the provisions in this Agreement. You also agree that, to the extent that the terms of any other agreement, writing, understanding or course of action between us differs from the terms of this Agreement, the terms of this Agreement shall explicitly control and govern. Geneva Media's failure to insist upon or enforce strict performance of any provision of these Terms of Use shall not be construed as a waiver of any provision or right. If any provision or part thereof of these Terms of Use is wholly or partially unenforceable the parties or, in the event the parties are unable to agree, a court of competent jurisdiction, shall put in place thereof an enforceable provision or provisions, or part thereof, that as nearly as possible reflects the terms of the unenforceable provision or part thereof. The parties have requested that these Terms of Use and all documents relating there to be drawn up in English.
(a) You specifically agree and acknowledge that you have, in addition to the terms of this Agreement, reviewed the terms of the Membership Agreement and Terms of Use and any other agreements which may be incorporated by reference therein, and to the extent of their incorporation in this Agreement you agree to be bound by them. (b) Geneva Media's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. (c) This Agreement is personal to you and is not assignable by you without Geneva Media's prior written consent. Geneva Media may assign this Agreement without your consent to any other party so long as such party agrees to be bound by its terms. (d) If all or part of any provision of this Agreement is wholly or partially unenforceable, the parties or, in the event the parties are unable to agree, a court of competent jurisdiction, shall put in place of such whole or part provision an enforceable provision or provisions, that as nearly as possible reflects the terms of the unenforceable whole or part provision.(e) You agree to pay and be responsible for any and all sales taxes, use taxes, value added taxes and duties imposed by any jurisdiction as a result of the license granted to you, or of your use of the Service and Application, pursuant to this Agreement. (f) This Agreement will be governed under the laws of the Province of Alberta and the federal laws of Canada applicable therein (without reference to conflicts of laws principles). This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. You consent to service of any required notice or process upon you by registered mail or overnight courier with proof of delivery notice, addressed to the address or contact information provided by you at the time the Service and Application was downloaded, or such other address as you may advise us in writing to use, from time to time. (g) Any and all disputes arising out of, under or in connection with this Agreement, including without limitation, its validity, interpretation, performance and breach, shall be finally settled under the Rules of Arbitration of the National Chamber of Commerce by a single Arbitrator appointed in accordance with such rules. The arbitration shall take place in Arlington, Virginia and shall be conducted in the English language. (h) The parties have requested that this Agreement and all related documents be drawn up in English.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND HAD AN OPPORTUNITY TO SEEK INDEPENDENT LEGAL ADVICE PRIOR TO AGREEING TO IT. IN CONSIDERATION OF Geneva Media AGREEING TO PROVIDE THE SERVICE AND APPLICATION, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND Geneva Media, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND Geneva Media RELATING TO THE SUBJECT OF THIS AGREEMENT. By accessing and this site and or upon your successful login, you accept this Agreement either for yourself or on behalf of your employer or the entity that is identified as the member account holder, and agree to be bound by its provisions. If you are accepting on behalf of your employer or the entity that is the member account holder, you represent and warrant that you have full legal authority to bind your employer or such other entity. If you do not have such authority or you do not accept or agree with these terms, do not accept the Agreement and do not use the Web site, Mobile Web site, and Geneva Media Iphone/Android Application.
© Geneva Media Services, LLC. All rights reserved.