Effective August 3, 2022
These Terms & Conditions (the “Terms”) are a legal agreement between you and Trilligent LLC and its global affiliates, subsidiaries, and divisions as may change from time to time (collectively, “Trilligent,” “we,” “us,” and “our”). These Terms apply to any Trilligent website, including that website’s content, that includes a link to these Terms (each a “Website” and together, the “Services”).
You acknowledge and agree that by accessing or using the Services or by uploading or posting any User Content (as defined below), you, your heirs, and assigns (collectively “You”) are indicating that you have read, understand, and agree to be bound by these Terms. If you do not agree to these Terms, then you must stop accessing or using the Services.
We may revise these Terms to reflect changes to the Services, our users’ needs, our business priorities or changes in laws and regulations at any time, and such modifications, additions or deletions will be effective immediately upon posting. We will give you notice of such revisions in accordance with legal requirements. Every time you use the Services, please check these Terms to ensure you understand the terms that apply at that time. If you do not agree to, or cannot comply with, the modified Terms, you must stop using the Services. Your continued use of the Services after any such update constitutes your binding acceptance of such changes. The Terms were most recently updated on the effective date listed at the top of this document (the “Effective Date”).
- INFORMATION ABOUT US
The Services are controlled and operated by Trilligent from its offices located at 1299 Pennsylvania Avenue, NW, Suite 300, Washington, DC 20004, in the United States of America.
To use the Services you must be, and represent and warrant that you are, of legal age (18 years of age or older) and able to agree to these Terms. If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms (in which case, the references to “You” and “Your” in these Terms, except for in this sentence, refer to that organization or entity). If Trilligent has previously prohibited you from accessing or using the Services, you are not permitted to access or use the Services.
- ACCOUNT REGISTRATION AND USE
You may be required to or be able to create an account to use parts of the Services (an “Account”). Approval of Your request to establish an Account will be at the sole discretion of Trilligent. If so, during the registration process, You must select a user name and password (the “Account ID”) and provide us with additional information. Each Account is for Your personal use and each Account ID may be used only by You alone. You may not distribute or transfer Your Account or Account ID or provide a third party with the right to access your Account or Account ID. It is your responsibility to ensure that your password remains confidential and secure. By registering, you agree that you are fully responsible for all activities that occur under your Account or any Account ID and that any transactions completed through any Account or under any Account ID will be deemed to have been lawfully completed by You. You are responsible for notifying us at the contact information below if you become aware of any unauthorized use of or access to your account. In connection with establishing an Account, You will be asked to submit certain information about Yourself (“Registration Information”). You agree that: (a) all Registration Information You provide will be true and complete; and (b) You will maintain and promptly update Your Registration Information to keep it accurate and current. You may not: (i) select or use an Account ID of another person with the intent to impersonate that person; and (ii) use an Account ID that Trilligent, in its sole discretion, deems offensive.
- OUR PROPRIETARY RIGHTS
The Services are owned and operated by Trilligent and contain materials (including all software, design, text, editorial materials, informational text, photographs, illustrations, audio clips, video clips, artwork and other graphic materials, and names, logos, trademarks and services marks) which are derived in whole or in part from materials supplied by Trilligent and its partners, as well as certain third parties, and are protected by copyright laws, international treaty provisions, trademarks, service marks and other intellectual property laws.
You agree to abide by all applicable copyright and other laws. You may not alter, delete, obscure or conceal any copyright or other notices applicable to the Services, impair or attempt to circumvent or alter any digital rights management or other technology, nor use the Services in violation of these Terms or any laws or regulations. You may not use, store or do anything with the Services, unless expressly permitted under these Terms. You may not use any computerized or automatic mechanism, to access, extract or download or use the Services in an illegal or harmful manner.
You acknowledge that the Services have been developed, compiled, prepared, revised, selected, and arranged by Trilligent and others through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitute valuable intellectual property of Trilligent and such others.
You agree to protect the proprietary rights of Trilligent and all others having rights in the Services during and after the term of these Terms and to comply with all reasonable written requests made by Trilligent or its suppliers and licensors of content or otherwise to protect their and others’ contractual, statutory, and common law rights in the Services. You agree to notify Trilligent immediately upon becoming aware of any claim that the Services infringe upon any copyright, trademark, or other contractual, statutory, or common law rights.
All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including without limitation rights in and to all applications and registrations relating to the Services shall, as between you and Trilligent, at all times be and remain the sole and exclusive property of Trilligent. Any unauthorized use of any material contained on or through the Services may violate copyright laws, trademark laws, the laws of privacy and publicity and communications regulations and statutes.
- USER CONTENT AND SUBMISSIONS
5.1 User Content and Posts. The Services may enable you to submit, post, upload, or otherwise make available (collectively, “Post”) photographs, reviews, questions, comments, public messages, ideas, designs, concepts, inventions, feedback, and other content (collectively, “User Content”) that may or may not be viewable by other users.
5.2 Our License to User Content. You acknowledge that when you Post User Content on or through the Services, the User Content shall be deemed, and shall remain, Trilligent’s property. Trilligent does not provide any compensation for User Content submitted to Trilligent. You agree that User Content that you Post on or through the Services shall be deemed to be non-confidential and nonproprietary, and Trilligent shall have no obligation of any kind with respect to such information. When you Post User Content on or through the Services, you grant Trilligent a world-wide, perpetual, irrevocable, royalty-free, non-exclusive, and sub-licensable license to use, copy, distribute, reproduce, modify, edit, adapt, publicly perform, publicly display, translate, create derivative works from, sell, lease, transmit, communicate to the public, disassemble, and publish such User Content, in whole or in part, in any format or medium now known or developed in the future, for any purpose whatsoever, unless expressly agreed otherwise in writing by Trilligent. Further, Trilligent shall be free to use any ideas, concepts, know-how or techniques contained in User Content for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products incorporating such information.
5.3 User Content Representations. You represent that you have all required rights to Post or transmit such User Content without violation of any third-party rights. You understand that Trilligent does not control, and is not responsible for, User Content, and that by using the Services, you may be exposed to User Content from other users that is offensive, indecent, inaccurate, misleading, or otherwise objectionable. You agree that you will indemnify, defend, and hold harmless Trilligent for all claims resulting from User Content you Post. We reserve the right, at our own expense, to assume the exclusive defense and control of such disputes, and in any event you will cooperate with us in asserting any available defenses.
5.4 User Content Review. You acknowledge and agree that Trilligent reserves the right (but does not assume the obligation) in its sole discretion to reject, move, edit or remove any User Content that is contributed to the Services. Additionally, Trilligent has the right to remove any User Content that violates these Terms or is otherwise objectionable in Trilligent’s sole discretion. You acknowledge and agree that Trilligent does not verify, adopt, ratify, or sanction User Content, and you agree that you must evaluate and bear all risks associated with your use of User Content or your reliance on the accuracy, completeness, or usefulness of User Content.
- LICENSE AND PROHIBITED CONDUCT
6.1 Your License. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sub-licensable, non-transferable, and revocable right to access and use the Services only for your own internal, personal, or non-commercial use, and only in a manner that complies with these Terms. Trilligent may revoke this license at any time, in its sole discretion. Upon any such revocation, you must promptly destroy all materials downloaded or otherwise obtained from the Services, as well as all copies of such materials, whether made in accordance with these Terms or otherwise.
6.2 Prohibited Uses. Use of the Services for any illegal purpose, or any other purpose not expressly permitted in these Terms, is strictly prohibited. Without limitation, you will not:
- post User Content that: (1) harasses, abuses, or threatens any other person, or that contains obscene content; (2) is false, misleading, or inaccurate; (3) degrades or discriminates against others on the basis of gender, race, class, ethnicity, national origin, religion, sexual preference, disability or any other classification; (4) is indecent, offensive, harassing, violent, hateful, inflammatory, unlawful, harmful, tortious, defamatory, libelous, or invasive of another’s privacy; (5) promotes sexually explicit or pornographic material, violence, or any illegal acts; (6) infringes the legal rights of any person or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms; or (7) gives the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case;
- copy, download (other than through page caching necessary for personal use, or as otherwise expressly permitted by these Terms), modify, distribute, post, transmit, display, perform, reproduce, broadcast, “mirror,” duplicate, publish, republish, upload, license, decompile, disassemble, reverse engineer, create derivative works from, or offer for sale any content or other information contained on or obtained from or through the this Website or the Services, by any means except as provided for in these Terms or with the prior written consent of Trilligent;
- scrape, access, monitor, index, frame, link, or copy any Account, Account ID, Registration Information, content or information on the Services by accessing the Services in an automated way, using any robot, spider, scraper, web crawler, or any other method of access other than manually accessing the publicly-available portions of the Services through a browser or accessing the Services through any API provided or approved by Trilligent;
- breach the restrictions in any robot exclusion headers of the Services, if any, or bypass or circumvent other measures employed to prevent or limit access to the Services;
- post or otherwise make available any material that contains any software, device, instructions, computer code, files, programs and/or other content or feature that is designed to interrupt, destroy, harm, or limit the functionality of any computer software or hardware or telecommunications equipment (including without limitation any time bomb, virus, malware, software lock, worm, self-destruction, drop-device, malicious logic, Trojan horse, trap door, “disabling,” “lock out,” “metering” device or any malicious code);
- use any device, software or routine to interfere or attempt to interfere with the proper working of the Website;
- take any action that imposes an unreasonable or disproportionately large load on Trilligent’s infrastructure;
- post, utilize or otherwise make available any other party’s intellectual property unless you have the right to do so, or remove or alter any copyright, trademark or other proprietary notice contained on the Services;
- solicit personal or sensitive information from other users including without limitation address, credit card or financial account information, or passwords
- send spam, commercial electronic messages or other advertisements or solicitations, surveys, contents, pyramid schemes, promote commercial entities, or otherwise engage in commercial activity on or through the Services;
- frame, inline link, or similarly display the Services or any portion of the Services;
- breach these Terms or any guidelines or policies posted by Trilligent; and/or
- interfere with any other party’s use and enjoyment of the Services.
- Trilligent reserves any rights not explicitly granted in this Agreement.
- LEGAL COMPLIANCE
- EXCLUSIONS AND LIMITATIONS
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for damages such as below in Section 10. Accordingly, some of the below limitations may not apply to you. If you are a New Jersey resident, or a resident of another U.S. state that permits the exclusion of these warranties and liabilities, then the limitations in Section 10 specifically do apply to you.
- WARRANTIES, DISCLAIMERS AND LIMITATION OF LIABILITY
TO THE FULL EXTENT PERMITTED BY LAW, THE SERVICES AND THEIR CONTENTS, WHETHER PROVIDED BY Trilligent, ITS LICENSORS, ITS VENDORS OR ITS USERS, AND OTHER INFORMATION ON OR ACCESSIBLE FROM THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY, REPRESENTATION, CONDITION, OR GUARANTEE OF ANY KIND, EITHER EXPRESSED, LEGAL OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES, REPRESENTATIONS, CONDITIONS OR GUARANTEES OF QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, ALL OF WHICH ARE DISCLAIMED. SPECIFICALLY, BUT WITHOUT LIMITATION, Trilligent DOES NOT WARRANT THAT: (i) THE WEBSITE AND/OR SERVICES WILL MEET YOUR REQUIREMENTS; (II)THE INFORMATION AVAILABLE ON THE WEBSITE AND/OR SERVICES IS FREE OF ERRORS; (ii) THE FUNCTIONS OR FEATURES WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS; (iii) DEFECTS WILL BE CORRECTED, OR (iv) THE SERVICES OR THE SERVER(S) THAT MAKE THE SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
TO THE FULL EXTENT PERMITTED BY LAW, IN NO EVENT SHALL Trilligent OR ITS AFFILIATES, LICENSORS, VENDORS, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR OTHER REPRESENTATIVES BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES, WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES), ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, ANY MATERIALS, INFORMATION, OR RECOMMENDATIONS APPEARING ON THE SERVICES, OR ANY LINK PROVIDED ON THE SERVICES, WHETHER OR NOT Trilligent HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER BASED UPON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), CIVIL LIABILITY, STRICT LIABILITY, VIOLATION OF STATUTE, OR OTHERWISE. IN ANY EVENT, OUR AGGREGATE LIABILITY WILL NOT EXCEED THE AMOUNT PAID FOR THE PRODUCT OR SERVICE TO WHICH THE CLAIM RELATES OR, IF THE CLAIM DOES NOT RELATE TO A PRODUCT OR SERVICE, $100.
Trilligent DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY WEBSITE FEATURED OR LINKED TO THROUGH THE SERVICES, AND Trilligent WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. Trilligent WILL NOT BE LIABLE FOR THE OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY. YOU VOLUNTARILY ASSUME THE RISK OF HARM OR DAMAGE FROM THE FOREGOING. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND TO THE FULLEST EXTENT PERMITTED BY LAW.
If you are a California resident, you hereby waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” This release includes the criminal acts of others.
- THIRD-PARTY LINKS AND SERVICES
The Services may provide (1) information and content provided by third parties; (2) links to third-party websites or resources, such as sellers of goods and services; and (3) third-party products and services for sale directly to you. Trilligent is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for them. Your interactions with such third parties will be governed by the third parties’ own terms of service and privacy policies, and any other similar terms.
- MODIFICATION AND TERMINATION
13.1 Modification of Services. Trilligent reserves the right at any time to modify, temporarily or permanently, the Services (or any part thereof), with or without notice. Trilligent shall not be liable to you or any third party for any modification of the Services.
13.2 Termination. We may, in our sole and absolute discretion, terminate, suspend, or otherwise deny your access to all or part of the Services and/or your Account at any time for any or no reason at all, with or without notice to you. If we terminate your right to access the Services or your Account, these Terms will terminate and all rights you have to access the Services will immediately terminate; however, certain provisions of these Terms will still apply post termination, including without limitation, and as applicable, the Controlling Law provision.
- NOTICE OF INTELLECTUAL PROPERTY INFRINGEMENT
In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable law, Trilligentif you believe that your work has been copied in a way that constitutes copyright infringement and is displayed on the Services, please provide substantially the following information to our Designated Agent (please consult your legal counsel or see 17 U.S.C. Section 512(c)(2-3) to confirm these requirements):
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- a description of your copyrighted work or other intellectual property that you claim has been infringed;
- a description of where the material you claim is infringing is located on the Services (providing us with website URL is the quickest way to help us locate content quickly);
- your name, address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
Trilligent’s Designated Agent can be reached as follows:
Attn: Legal Affairs
1299 Pennsylvania Avenue, NW, Suite 300, Washington, DC 20004 USA
Please note that the above contact information is for intellectual property infringement notices only. DO NOT CONTACT OUR DESIGNATED AGENT FOR OTHER INQUIRIES OR QUESTIONS. For other inquiries or questions, please email us using the contact information listed below. Please also note that, pursuant to Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
If you posted material that was removed in response to a notice of infringement and you believe the material was removed due to mistake or misidentification, you may request us to replace the posting by sending us a counter notice to our Designated Agent as shown above.
- CONTROLLING LAW
Please note that these Terms and their subject matter and its formation shall be construed in accordance with and governed by the laws of the State of New York notwithstanding its conflicts of law principles. Any dispute arising out of these terms and conditions or the use of this site shall be initiated and conducted in the state or federal courts of the State of New York, and you and Trilligent consent to the exclusive jurisdiction of such courts. Neither the Uniform Computer Information Transactions Act nor the United Nations Convention on Contracts for the International Sale of Goods apply and their applicability is expressly excluded.
- GENERAL TERMS
Under no circumstances shall Trilligent or its licensor or supplier be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control. Each of the provisions of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining provisions will remain in full force and effect. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms. These Terms (and all terms and conditions incorporated herein) constitute the entire agreement between you and Trilligent, and supersede any prior agreements between you and Trilligent on the subject matter, except as expressly provided herein. These Terms, and any rights or licenses granted hereunder, may not be assigned or delegated by you. These Terms, and any rights or licenses granted hereunder, may be assigned or delegated by Trilligent without restriction. The section titles in these Terms are for convenience only and have no legal or contractual effect.
- CONTACT US
If you have any questions about these Terms, please contact us at firstname.lastname@example.org.