The Service – The service is comprised of (1) The Institute’s website, currently located at www.financialops.org, and/or any successor or additional website(s) owned or operated by or for The Institute); (2) the servers operated by or on behalf of the Institute; and/or (v) any other technology and/or services that the Institute provides its members. The service may be distributed through any media format, media channel, and/or media device. The service allows you to access and make available to other users content and material that is owned or offered through permission by The Institute. All comments or communications posted or published by you or other users on the service, including in any message board, chat, discussion group, feedback area, news group or email are referred to as “user material.” All content made available by users other than “user material” is referred as “user content” and includes the documents, forms, templates, and other materials that may be uploaded to the service or otherwise provided to The Institute, along with any other material including, but not limited to, text, software, scripts, graphics, images, audio, information and interactive features. User material and user content are collectively referred to as “user material and content.”
Membership – Membership with The Institute is required to view most user material and content provided as part of the service. You are required to be a member of The Institute if you wish to post or upload or have The Institute post or upload, on your behalf, user material and content or view certain user material and user content.
Membership payments are final and non-refundable.
Rights in User Material and Content – You retain all of your rights in your user material and content. You shall be solely responsible for your user material and content, whether created by or for you, and the consequences of posting or publishing it on the service. You may not submit user material and content that contains any pornographic, infringing, hate-related, violent or illegal content. You may only upload and publish, or permit The Institute to upload and publish on your behalf, user material and content on the service for which you have sufficient rights and licenses to permit the distribution of your user material and content via the service. You expressly represent and warrant that you either own or have secured the necessary licenses, rights, consents, and permissions to enable The Institute to include the user material and content as part of the service and in the manner contemplated by these TOU. You acknowledge that you have no expectation of privacy or confidentiality with respect to your user material and content. You warrant that all moral rights to the user material and content you submit have been waived.
Ownership – The content accessible through the service, including without limitation, the text, software, scripts, graphics, photos, sounds, music, videos, interactive features and the like (collectively, The “Institute Content”) and the trademarks, service marks and logos contained therein (the “Marks”), are owned by or licensed to The Institute, and subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Except as set forth in these TOU, The Institute’s content, marks, user material and user content are provided to you AS IS for your information and personal, professional use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any purposes whatsoever except as set forth in these TOU. The Institute reserves all rights not expressly granted in and to the service and the Institute Content. If you download or print a copy of the Institute Content, user material or user content, you must retain all copyright and other proprietary notices contained in or on such content and material. You agree not to circumvent, disable or otherwise interfere with security related features of the service or features that prevent or restrict use or copying of any Institute content or user material and content.
License – User Material: By submitting, posting, uploading, emailing or otherwise providing user material to The Institute, you hereby grant The Institute a worldwide, non-exclusive, royalty-free, fully-paid, perpetual, irrevocable, sub-licensable and transferable license to use, reproduce, modify, distribute, prepare derivative works of, display, publish, perform and transmit the user material in connection with the service and The Institute’s (and its successor’s) business, including without limitation for promoting and redistributing part or all of the service (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the service a non-exclusive license to access your user material through the service, and to use, reproduce, distribute, prepare derivative works of, display and perform such user material as permitted through the functionality of the service and under these TOU.
User Content: You hereby grant to The Institute a revocable, non-exclusive, worldwide, royalty-free, sub licensable and transferable right and license to: (i) use, display, publicly perform, transmit, distribute, copy, edit, modify, store, reproduce, make available for download and/or provide your user content on or through the service, either in its original form, as a copy or as a derivative work; (ii) secure, encode, reproduce, host, cache, route, reformat, analyze and create algorithms based on your user content; (iii) distribute, transmit, and/or display your user content and encoded works via such technologies as are supported by The Institute from time to time through or via the service; (iv) display advertisements and promotional material in connection with your user content; and (v) perform such other acts with respect to your user content as are necessary from time to time to provide the service. You understand and agree that The Institute may retain, but not display, distribute, or perform, server copies of your user content. For the avoidance of doubt, as between you and The Institute, you retain all ownership rights in and to the user content.
Trademarks: You hereby grant The Institute, a non-exclusive, royalty-free right to reproduce and display your logos, trademarks, trade names and other similar identifying material (the “marks”) solely for the purposes of promoting, marketing and/or displaying your user material and content and, to grant sublicenses thereto on the same terms and conditions to end users and The Institute’s affiliates and partners to the extent necessary in connection with the provision of the service. This trademark license will terminate automatically upon the termination of these TOU between you and The Institute.
User Content – Authority: If you upload or e-mail content to The Institute, you represent and warrant at all times that: (i) You are either more than 18 years of age, an emancipated minor or possess legal parental or guardian consent and are fully authorized to enter into these TOU on your own behalf and on behalf of any other individuals or companies whom you are representing; (ii) you are fully able and competent to accept, make and/or perform the terms, conditions, obligations, representations and warranties set forth in these TOU, and to abide by and comply with the terms herein; (iii) if you are a company, you are duly organized, validly existing and in good standing under the laws of the state of your organization, you have full corporate power and authority to enter into these TOU, and you are duly authorized to perform the obligations and to carry out the provisions herein; (iv) you understand that these TOU are legal and valid obligations, binding and enforceable in accordance with their terms; and (v) neither the execution, delivery and performance of these TOU conflicts with any agreement, instrument, or understanding, oral or written, to which you are a party or by which you may be bound, or violates any law or regulation of any court, governmental body or administrative or other agency having jurisdiction over you.
Representations and Warranties. You specifically represent and warrant that (i) you either own fully and outright the user material and content or have obtained all rights, approvals, licenses, consents and permissions as are necessary, and are authorized to grant the licenses granted by you under these TOU, to make the representations and warranties made herein, and to perform your obligations hereunder; (ii) your user material and content and the distribution and/or publication of your user material and content through the service, directly or indirectly, does not, and shall not, infringe or misappropriate any copyright, trademark, privacy right, name and likeness right or any other rights of any third party; (iii) you have obtained all necessary consents (including with respect to name and likeness), secured all licenses and paid all associated fees required to be paid to third parties (including for the use of any music performed in, contained in or synchronized with any of the user material and content) (“third party fees”) with respect to the user material and content and you covenant to timely pay any and all third party fees required to be paid in the future. You further expressly agree that, as between you and The Institute and its affiliates, subsidiaries and distribution partners, any obligation to secure any third party rights and to pay third party fees as a result of distribution of your user material and content pursuant to these TOU shall be your obligation and not the obligation of The Institute or any of its affiliates, subsidiaries or partners.
Publication. By using the service, you may elect to have The Institute present, publish, manage and distribute your user material and content and permit The Institute’s end users access to your user material and content. In all cases, The Institute’s selections in the manner of publication shall be conclusive in the event of any dispute.
Suspension. The Institute reserves the right to suspend its publication of the user material and content or any aspect thereof under these TOU at any time, without giving prior notice, for any act which The Institute, in its sole discretion, determines to be harmful to any end user of the service, the service itself or which The Institute determines in good faith violates or fails to comply with any applicable law or regulation. The Institute may, without notice to you, remove or block any user material and content from the service.
Removal. You may elect to remove your user material and content from the service at any time by providing written notice specifying what materials you wish to have removed from the service. The Institute will use commercially reasonable efforts to remove your user material and content from the service within three business days after receipt of your notice of removal but shall have no liability for failure to remove such user material and content. You acknowledge and agree that The Institute has limited practical ability to control or monitor possible infringement of your intellectual property rights by other parties and that The Institute assumes no responsibility for controlling or monitoring such intellectual property rights and shall have no liability for any alleged infringement. In addition, The Institute is not responsible for enforcing your intellectual property rights, including filing suit or taking other legal action against infringers who fail to cease using your user material and content upon your election to remove such user material and content from the service.
User Behavior – The Institute grants you permission to use the service subject to all of the terms and conditions set forth in these TOU. As a condition of use, you agree not to use the service for any purpose that is unlawful. You agree to abide by all applicable local, state, national and international laws and regulations, including, without limitation, all intellectual property laws (such as U.S. copyright laws). Any unauthorized use of the service is expressly prohibited.
Additionally, you agree that you will not: (1) take any action that imposes, or may impose, in The Institute’s sole discretion, an unreasonable or disproportionately large load on The Institute’s infrastructure; (2) interfere or attempt to interfere with the proper working of the service or any activities conducted on the service; (3) alter or modify any part of the website or access user material and content through any technology or means other than those explicitly designated by The Institute; (4) bypass any measures The Institute may use to prevent or restrict access to the service, other accounts, or computer systems or networks connected to the service; or (5) interfere with any other user’s enjoyment of the service, including, without limitation, accessing an account of an Institute user that is not yours.
You may not (and may not permit others to), directly or indirectly, modify, translate, decompile, disassemble, or reverse engineer any part of the service, any user material and content of third parties or any other content available through The Institute website (except to the limited extent applicable laws specifically prohibit such restriction), or copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. In addition, you may not remove any proprietary notices, marks or labels.
You shall not launch or otherwise use any robot, spider, scraper or other automated means to access the service in a manner which sends more request messages to The Institute server in any given period of time than a typical human would normally produce in the same period by using a conventional on-line web browser to read, view and submit materials. Notwithstanding the foregoing, we grant the operators of search engines permission to use robots to copy materials from the site for the sole purpose of creating publicly-available searchable indexes of the materials, but not caches or archives of the materials, provided that we reserve the right to revoke these exceptions either generally or in specific cases.
You shall not harvest or collect information from the service, including, without limitation, information about other users of the service. The use of any information learned through the service or while on The Institute website is limited to the express purposes set forth in these TOU; all other uses are strictly prohibited.
Unless expressly authorized, you shall not frame or otherwise display any portion of the financialops.org website or any of its contents. No hyperlinks to any password protected web pages on the financialops.org website are allowed. Hyperlinks to non-restricted pages are subject to review and termination by The Institute in our sole discretion.
No Endorsement; Availability; Monitoring – You understand that you will be exposed to user material and user content from a variety of users. You acknowledge that The Institute does not endorse, evaluate or guarantee any user material and content and you may not state or imply any such endorsement, evaluation or guarantee. The Institute is not responsible for the accuracy, usefulness, safety, or intellectual property rights of user material or user content. The Institute does not guarantee that any user material and content will be made available on the service, whether continuously or at all. The Institute does not assume any responsibility or liability for any user material and content and you agree to waive any legal or equitable rights or remedies you may have against The Institute regarding such user material and content. You acknowledge that you have no expectation of privacy or confidentiality with respect to your user material and content. The Institute shall have no obligation to monitor any user material and content. However, The Institute and its agents shall have and do reserve the right to monitor any user material and content from time to time for any lawful purpose. The Institute may, without notice to you, remove or block any user material and content from the service, including disabling access to such user material and content that you have downloaded through the service. You further understand and acknowledge that you may be exposed to user material or user content that is inaccurate, offensive, indecent, or objectionable.
Termination – The Institute may terminate your access to all or any part of the service at any time, with or without cause, with or without notice, effective immediately. You may terminate your use of the service at any time, provided that all provisions of these TOU, which by their nature should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Indemnification – You agree to defend, indemnify and hold harmless The Institute and its affiliates, subsidiaries and distribution partners and their respective officers, directors, employees and/or agents (collectively, “The Institute Indemnities”) from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorneys’ fees) arising from: (i) Your use of and access to the service; (ii) Your violation of any term of these TOU, including any breach of any representation, warranty, covenant or agreement made by you herein; (iii) Your violation, alleged or actual, of any third party right, including without limitation any copyright, property, or privacy right; (iv) any claim that any user material or user content you uploaded or e-mailed to the Institute for publication on the service caused damage to a third party; or (v) Your gross negligence or willful malfeasance (collectively, “claims”). You are solely responsible for defending any such claims, and for payment of losses, costs, damages or expenses resulting from the foregoing to both a third party and to The Institute indemnities. The Institute shall have the right, in its sole discretion, to select its own legal counsel to defend The Institute indemnities from any claims (but by doing so shall not waive your indemnity obligations), and you shall be solely responsible for the payment of all reasonable attorneys’ fees incurred by The Institute Indemnities in connection therewith. You shall notify The Institute immediately if you become aware of any actual or potential claims, suits, actions, allegations or charges that could affect your or The Institute’s ability to fully perform its respective duties or to exercise its respective rights under these TOU. You shall not, without the prior express written approval of The Institute, settle, dispose or enter into any proposed settlement or resolution of any claim (whether having been finally adjudicated or otherwise) brought against you, if such settlement or resolution results in any obligation or liability for any The Institute indemnities. This defense and indemnification obligation will survive these TOU and your use of the service.
Disclaimer – The service, The Institute content and marks are provided by The Institute “as is” and “as available” only, except as expressly provided in these TOU. The Institute makes no representations or warranties of any kind, express or implied, as to any matter in connection with these TOU, including but not limited to the service or its contents or marks, and to the fullest extent permitted by law. The Institute disclaims all warranties regarding the service and its contents and marks, whether express, implied or statutory, including but not limited to warranties of merchantability, fitness for a particular purpose, accuracy, or completeness of content, non-infringement, title, suitability, the availability or quality of any products or services available via the service (except as may be set forth in any license or other agreement related to those products or services) or otherwise. You agree that use of the service shall be at your sole risk. The Institute makes no representation, warranty or assurance to you that the service will be error-free or perform in accordance with any particular standard, level or metric. You also expressly acknowledge and agree that the service relies upon third-party software for certain functions, including, without limitation, the encoding and application of security and digital rights management functionality and protections, if available. The Institute makes no representation or warranty to you that such software will be error free, accomplish the specified intent or perform in accordance with any particular standard, level or metric, and The Institute shall not be liable for any failure thereof to you or any third party. You also acknowledge and agree that technology may exist to be developed to copy, download or otherwise acquire your user material and content without your and/or The Institute’s authorization and/or knowledge. Further, The Institute does not endorse, guarantee or assume responsibility for any product or service advertised or offered by any third party through the service or any hyperlinked website or included in any banner or other advertising, and The Institute will not be a party to or in any way responsible for monitoring any transaction between you and any third party with respect thereto.
Limitation of Liability – In no event shall The Institute or its affiliates, subsidiaries, partners or licensors or any of their respective officers, directors, employees and/or agents be liable to you or any third party for direct, indirect, special, exemplary, punitive or other consequential or incidental damages (including but not limited to any lost profits or revenue, business interruption, loss of programs or other data on your information handling system or otherwise) arising directly or indirectly from you use of the service, the video content, the performance under or failure of performance of any provision of these TOU, and/or any content, products or services distributed on or provided through the service (including but not limited to, The Institute content and The Institute marks) whether as a result of errors, omissions, loss of data, defects, viruses, interruptions or delays in operation or transmission, or any other cause, whether based on warranty, contract, tort or any other legal theory, even if The Institute or its suppliers have been expressly advised of the possibility of such damages. Without limiting the generality of the foregoing, The Institute assumes no liability for: any errors, mistakes or inaccuracies in or of any content, including any user material or video content; personal injury or property damage, or any nature whatsoever, resulting from your access to or use of the service; any unauthorized access to or use of The Institute’s servers and/or any personal information and/or financial information stored therein; any interruption or cessation of transmission to or from The Institute’s website; any viruses, bugs, Trojan horses, worms or other malicious code which may be transmitted to or through The Institute’s website by any third party, and/or any loss or damage of any kind incurred as a result of the use of the service or any content, including any user material or video content, posted, emailed or otherwise made available through the service.
Some jurisdictions restrict the limitation of liability or damages, so the above exclusions and limitations may not apply to you. If any part of the limitation of liability set for the above is unenforceable under applicable law, The Institute’s and its suppliers’ aggregate liability will be limited to the maximum extent permitted by law in the applicable jurisdiction.
Copyright Policy – The Institute respects the rights of copyright holders. We have established a copyright policy which is incorporated herein by reference and made part of these TOU. Your use of the service is subject to your acceptance of our TOU which include the copyright policy.
Miscellaneous – Acceptance – If you do not accept all of the terms and conditions set forth in these TOU, you may not access or use the service.
Ability to Accept – The service is only available to users who are over the age of 18, or an emancipated minor, or possess legal parental or guardian consent and are fully able to and competent to enter into and abide by the terms, conditions, obligations, representations and warranties set forth in these TOU.
Assignment – You may not assign any of your rights or obligations under these TOU without The Institute’s express prior written consent. The Institute may assign its rights or assign or delegate any of its obligations under these TOU without restriction.
Enforceability and Waiver – If any provision of these TOU is found illegal or unenforceable, the TOU will be enforced to the maximum extent permissible, and the legality and enforceability of the other provisions of these TOU will not be affected. No delay or failure by The Institute to exercise or enforce any of its rights under these TOU will act as a waiver of such rights.
Entire Agreement – These TOU constitutes the entire understanding of the parties hereto with respect to the matters and transactions contemplated hereby and supersedes all previous agreements between you and The Institute concerning the subject matter hereof. Neither party hereto has relied on any statement, representation or promise of the other party or representative thereof in agreeing to these TOU.
Export and International Use – The service is controlled and offered by The Institute from its facilities in the United States of America. The Institute makes no representations that the service is appropriate or available for use in other locations. Those who access or use the service from other jurisdictions do so at their own volition and are responsible for compliance with local law.
Force Majeure – In the event that The Institute is prevented from performing or is unable to perform any of its obligations under these TOU due to any cause beyond its reasonable control, then the Institute’s performance shall be excused and the time for performance shall be extended for the period of delay or inability to perform due to such occurrence.
Good Faith – You agree to act in good faith with respect to each provision of these TOU and any dispute that may arise related hereto or thereto.
Links to Third Party Websites or Services – As a convenience for its members, The Institute may provide links on this website to other websites owned by third parties or make viewing of videos available on third party websites or services. Unless otherwise stated, The Institute does not endorse or control these third parties and takes no responsibility for them or their websites. Please refer to these third party websites for their terms and conditions and other policies.
Governing Law, Jurisdiction and Venue – These TOU shall be governed by and construed in accordance with the laws of the State of Florida, without regard to or application of choice of law rules or principles. You expressly consent to the personal and exclusive jurisdiction and venue of the state and federal courts located in Orange County, Florida for any claim or action arising out of or relating to these TOU or your use of the Service. You agree that: the service shall be deemed to be solely based in the State of Florida; The Institute website shall be deemed a passive website that does not give rise to personal jurisdiction over The Institute, either specific or general, in jurisdictions other than the State of Florida; and any cause of action arising out of or related to the service must commence within one year after the cause of action accrues.
Headings – The section headings and subheadings contained in these TOU are included for convenience only, and shall not limit or otherwise affect the terms hereof.
Notices – All notice required to be given in writing and delivered either by hand or by recognized overnight delivery service shall be pre-paid and addressed as set forth below. If to The Institute: The Institute of Financial Operation, 3319 Maguire Boulevard, Suite 125, Orlando, Florida 32835 Attn: Board Chairman; with a Copy to: Shuffield Lowman, P.O. Box 1010, Orlando, Florida 32801 Attn: General Counsel. If notice is required to you, such notice shall be delivered via email or transmitted to the address identified by you through your registration for the service.
Severability – Each provision of these TOU shall be severable from every other provision hereof for the purpose of determining the legal enforceability of any specific provision.
Survival – All terms of these TOU which by their nature extend beyond their termination shall remain in effect for as long as necessary to permit their full discharge and apply to each party’s respective successors and permitted assigns.
Use – The service is controlled and offered by The Institute from its facilities in the United States of America. The Institute makes no representations that the service is appropriate or available for use in other locations. Those who access or use the service from other jurisdictions do so at their own volition and are responsible for compliance with local law.