Last Updated: August 4, 2022
If you use the Site on behalf of another person or entity, (a) all references to “you” throughout these Terms will include that person or entity, (b) you represent that you are authorized to accept these Terms on that person’s or entity’s behalf, and (c) in the event you or the person or entity violates these Terms, the person or entity agrees to be responsible to us.
You will not use our Site for any purpose that is unlawful or prohibited by these Terms or that would violate any applicable law, contract, intellectual property right or other third-party right or commit a tort, and you are solely responsible for your conduct while using the Site. You will not:
Enforcement of this Section 1 is solely at NYWF’s discretion, and failure to enforce this section in any instance(s) does not constitute a waiver of our right to enforce it in other instances. In addition, this Section 1 does not either provide any private right of action for you or for any third party nor does it create any expectation that the Site will not contain any content that is prohibited by such rules. Please note that parental control protections (such as computer hardware, software or filtering services) may be commercially available to assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections should be available at: https://en.wikipedia.org/wiki/Comparison_of_content-control_software_and_providers.
The Site, including the text, graphics, images, photographs, videos, illustrations and other content contained therein, are owned by NYWF or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to the Site are reserved by us or our licensors. For clarity, nothing in these Terms shall be deemed to grant any license (express or implied), including but not limited to any license or right to access or use our Site or any content on our Site for any reason or purpose whatsoever. Any use of the Site other than as specifically authorized herein, without our prior written permission, is strictly prohibited.
“The New York Women’s Foundation,” and our logos, our product or service names, our slogans and the look and feel of the Site are trademarks of NYWF and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered or unregistered, product names and company names or logos mentioned on the Site are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.
You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about NYWF or the Site (collectively, “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including to develop, copy, publish, or improve the Feedback in NYWF’s sole discretion. You understand that NYWF may treat Feedback as nonconfidential.
We may provide information about third-party products, services, activities or events, or we may allow third parties to make their content and information available on or through the Site (collectively, “Third-Party Content”). We may provide links to the websites or applications of such third parties (“Third–Party Website(s)”). Any dealing(s), transaction(s), activity, interaction or correspondence which you may have with any such Third-Party Website and your use of or interaction with any Third-Party Content, is solely between you and such Third-Party Website(s) or owner or operator of such Third-Party Website(s). NYWF does not control or endorse any such Third-Party Website or Third-Party Content. NYWF specifically disclaims any and all representations or warranties in connection with any such Third-Party Website or Third-Party Content. You acknowledge your access to and use of such Third-Party Content or Third–Party Website is at your own risk. Further, your access to and use of any such Third-Party Website or Third–Party Content will be subject to the terms of such other Third–Party Website or terms provided by that party in connection with such Third-Party Content.
To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless NYWF and our subsidiaries and affiliates, and each of our respective officers, directors, agents, partners and employees (individually and collectively, the “NYWF Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Claims”) arising out of or related to (a) your access to or use of the Site; (b) your Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with the Site. You agree to promptly notify NYWF Parties of any third-party Claims, cooperate with NYWF Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including attorneys’ fees). You also agree that the NYWF Parties will have control of the defense or settlement, at NYWF‘s sole option, of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and NYWF or the other NYWF Parties.
Your use of the Site is at your sole risk. Except as otherwise provided in a writing by us, the Site and any content therein are provided “as is” and “as available” without warranties of any kind, either express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, NYWF does not represent or warrant that the Site is accurate, complete, reliable, current or error-free. While NYWF attempts to make your use of the Site and any content therein safe, we cannot and do not represent or warrant that the Site or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the Site.
To the fullest extent permitted by applicable law, NYWF and the other NYWF Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages or lost profits arising out of the use, inability to use, or the results of use of this Site, any websites linked to this Site, or the materials, information or services contained on this Site or any or all such websites, even if NYWF or the other NYWF Parties have been advised of the possibility of such damages. The total liability of NYWF and the other NYWF Parties for any claim arising out of or relating to these Terms or the Site, regardless of the form of the action, will not exceed US $20. The limitations set forth in this Section 8 will not limit or exclude liability for the gross negligence, fraud or intentional misconduct of NYWF or the other NYWF Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.
Any dispute arising from these Terms and your use of the Site will be governed by and construed and enforced in accordance with the laws of New York, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of New York or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. You irrevocably agree: (A) to bring any claim or dispute relating to your use of our Site and these Terms exclusively in the state and federal courts located in the State and County of New York; (B) to submit to the exclusive jurisdiction of those courts; and (C) to waive any objection to those courts based on inconvenience or other reasons.
You and NYWF agree that any dispute arising out of or related to these Terms or the Site is personal to you and NYWF and that any dispute will be resolved solely through individual action, and will not be brought as a class action or any other type of representative proceeding.
If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions. The failure of NYWF to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. These Terms reflect the entire agreement between the parties relating to the subject matter hereof and supersede all prior agreements, representations, statements and understanding between the parties. The section titles in these Terms are for convenience only and have no legal or contractual effect. Use of the word “including” will be interpreted to mean “including without limitation.” Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree that communications and transactions between us may be conducted electronically. These Terms are entered into solely between you and NYWF and, except for your indemnification obligations under Section 6, will not be deemed to create any rights in any third parties to these Terms, or to create any obligations on the party of NYWF to any third party.