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| Terms of Service |
| 1. Acceptance of Terms of Service |
| Modern Sage, Inc. is provided free of charge to you (unless otherwise indicated), by Modern Sage, Inc. Inc. and its subsidiaries and affiliates that utilize these Terms of Service ("Modern Sage, Inc."). The "Modern Sage, Inc. " is defined as all English language United States based web sites, web pages and channels owned controlled and/or operated by Modern Sage, Inc. where these Terms of Service are posted, including but not limited to all content, tools, quizzes, digital products, events, courses and/or products appearing throughout ModernSage.com. Although portions of Modern Sage, Inc. may be viewed simply by visiting the web site, in order to access the message boards and/or receive additional services from Modern Sage, Inc. you need to sign on as a guest or register as a member of Modern Sage, Inc. . If you sign on to Modern Sage, Inc. as a guest, these Terms of Service will govern your use of Modern Sage, Inc. , including access to message boards and other features. If you register as a member of Modern Sage, Inc. these Terms of Service will govern your use of Modern Sage, Inc., including access to message boards, chat rooms, the e-mail account and personal website that may be provided to you in connection with Modern Sage, Inc. and other features. BY SIGNING ON TO MODERN SAGE, INC. AS A GUEST AND/OR COMPLETING THE REGISTRATION PROCESS AND SELECTING THE "LOG IN" OPTION, YOU ARE INDICATING YOUR AGREEMENT TO BE BOUND BY THESE TERMS OF SERVICE AS SUCH TERMS MAY BE MODIFIED FROM TIME TO TIME. These Terms of Service, together with any applicable additional Terms of Service posted in connection with a particular service, product digital product, event or course govern your use of Modern Sage, Inc. and all services, products, digital products events and courses provided in connection with Modern Sage, Inc. , including but not limited to any course, service, product, digital product, events or personal website provided to you by Modern Sage, Inc.. Modern Sage, Inc. shall not be liable to you for any breach of these Terms of Service. If you do not agree to these Terms of Service, please do not register for or enter Modern Sage, Inc. The Terms of Service for your continued use of Modern Sage, Inc. will be available throughout Modern Sage, Inc. . Please check these areas to determine whether a change has been made to these Terms of Service. If you do not agree to these changes in the Terms of Service as they may occur, please arrange to terminate your registration with Modern Sage, Inc. immediately by (i) notifying Modern Sage, Inc. of your unwillingness to accept the changes to the Terms of Service; and (ii) discontinuing your use of Modern Sage, Inc. . Your continued use of Modern Sage, Inc. will signify your acceptance of any change in the terms and conditions set forth herein. Unauthorized access, distribution, reproduction, copying, retransmission, publication, sale, exploitation (commercial or otherwise), or any other form of transfer of any portion of Modern Sage, Inc. , including but not limited to all content, services, digital products, courses, events, tools or products is hereby expressly prohibited. |
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| From time to time Modern Sage, Inc. may supplement these Terms of Service with additional terms pertaining to specific content, services, products. digital products, courses or events ("Additional Terms"), which Additional Terms may be placed on Modern Sage, Inc. to be viewed in connection with the specific content, services, products, digital products, courses or events and shall be identified as such. You understand and agree that such Additional Terms are hereby incorporated by reference into these Terms of Service. |
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| 2. Termination |
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| Modern Sage, Inc. reserves the right, at its sole discretion, to immediately, without notice, suspend or terminate (i) these Terms of Service; and/or (ii) your registration(s) with or ability to access Modern Sage, Inc. and/or any other service, specific content, digital products, products, courses or events, provided to you by Modern Sage, Inc., including any personal web site, upon any breach by you of these Terms of Service or otherwise. |
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| 3. Modifications of these Terms of Service |
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| Modern Sage, Inc. may modify these Terms of Service from time to time in its sole discretion. Each time you log on to Modern Sage, Inc., you will be deemed to have accepted any such changes. In the event we modify these Terms of Service, we reserve the right (at Modern Sage, Inc.'s discretion) to provide you notice of such changes to any e-mail address you have provided to Modern Sage, Inc., or post office address you have provided to Modern Sage, Inc. |
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| 4. Modifications of Modern Sage, Inc. |
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| Modern Sage, Inc. may modify or discontinue Modern Sage, Inc. , or any portion thereof or any services, digital products, products, events or courses related thereto, with or without notice to you and without liability to you or any third party, except as otherwise provided herein. |
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| 5. Content of Messages |
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| You alone are responsible for the content of your messages, and any consequences of such messages. Modern Sage, Inc. reserves the right to terminate your registration if it becomes aware and determines, in its sole discretion, that you are violating any of the following guidelines. |
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| Any use by you of any other subscriber's information, personal or otherwise, for any purpose, commercial or otherwise, or to obtain direct financial gain (e.g. mass marketing) is prohibited. Any such use shall be deemed to be a violation of these Terms of Service. Modern Sage, Inc. is to be used by you for your personal use only. Commercial uses of Modern Sage, Inc. are strictly prohibited unless prior written consent from Modern Sage, Inc. has been granted. You agree that you will not use Modern Sage, Inc. for chain letters, research study or survey solicitations, junk mail, "spamming," commercial or non-commercial solicitations, or bulk communications of any kind, including but not limited to distribution lists to any person who has not given specific permission to be included in such list. |
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| You further agree not to use Modern Sage, Inc. to send or post on message boards or any place on Modern Sage, Inc. , any message or material of any kind or nature that is unlawful, harassing, libelous, defamatory, abusive, threatening, harmful, vulgar, obscene, profane, sexually oriented (unless within the scope of the topic area of a message board as determined by Modern Sage, Inc. in its sole discretion), racially offensive, inaccurate, or otherwise objectionable material or that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation, or encourage the use of controlled substances. For purposes of the immediately preceding sentence, "masked" vulgarity, obscenity or profanity (e.g. "f*ck") is deemed to be equivalent to including the actual objectionable word, phrase or symbol in your post, message or otherwise on Modern Sage, Inc. . Modern Sage, Inc. reserves the right to delete any such material from Modern Sage, Inc. . Modern Sage, Inc. will cooperate fully with any law enforcement officials and/or agencies in the investigation of any person or persons who violate the Terms of Service contained in this Section 5. |
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| You agree not to impersonate any other person or entity, whether actual or fictitious, including impersonating an employee or consultant of Modern Sage, Inc. You further agree not to use an inappropriate member name of any kind. |
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| You agree not to post or use Modern Sage, Inc. to distribute or send any illegal material of any kind, including but not limited to, illegal material in the form of text, graphics, video, programs or audio. Posting content or participating in any form of discussion with the intention to commit any illegal activity is strictly prohibited. |
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| You acknowledge that (i) Modern Sage, Inc. permits access to content that is protected by copyrights, trademarks and other intellectual and proprietary rights ("Rights"); (ii) these Rights are valid and protected in all media and technologies existing now or later developed; and (iii) except as explicitly provided otherwise, the Terms of Service and applicable copyright, trademark and other laws govern your use of such content. You may not post to Modern Sage, Inc. , copy, reproduce, retransmit, distribute, publish, commercially exploit or otherwise transfer any material subject to any Rights. The burden of determining that any information, software, images or any other content on Modern Sage, Inc. is not protected by Rights rests with you. You acknowledge that Modern Sage, Inc. may acquire Rights to use any posted materials as described below, and that you will not acquire any of those Rights by downloading such materials. |
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| By submitting content, which shall include your member name, to any "public area" of Modern Sage, Inc. , including message boards, forums, contests, personal websites and chat rooms, you grant Modern Sage, Inc. a royalty-free, perpetual, irrevocable, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, communicate to the public, perform and display the content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed, for the full term of any Rights that may exist in such content. You also warrant that the holder of any Rights, including moral rights in such content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You also permit any subscriber to access, display, view, store and reproduce such content for personal use. Subject to the foregoing, the owner of such content placed on Modern Sage, Inc. retains any and all Rights that may exist in such content. |
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| ANYTHING CONTAINED HEREIN TO THE CONTRARY NOTWITHSTANDING, BY SUBMITTING CONTENT TO ANY MESSAGE BOARDS, CHATS, EXPERT AREAS, QUESTION AND ANSWER FORUMS, SWEEPSTAKES, CONTESTS OR ANY OTHER AREA ON MODERN SAGE, INC. , YOU HEREBY EXPRESSLY PERMIT MODERN SAGE, INC. TO IDENTIFY YOU AS THE CONTRIBUTOR OF SUCH CONTENT IN ANY PUBLICATION IN ANY FORM, MEDIA OR TECHNOLOGY NOW KNOWN OR LATER DEVELOPED IN CONNECTION WITH THE CONTENT, UNLESS YOU OTHERWISE NOTIFY MODERN SAGE, INC.'S LEGAL DEPARTMENT IN WRITING AT THE TIME YOU SUBMIT THE CONTENT THAT YOU DO NOT WISH TO BE IDENTIFIED. |
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| 6. Third Party Services |
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| You may order services or merchandise through Modern Sage, Inc. from other persons not affiliated with Modern Sage, Inc. ("Seller"). All matters concerning the merchandise and services desired from Seller, including but not limited to purchase terms, payment terms, warranties, guarantees, maintenance and delivery, are solely between you and Seller. Modern Sage, Inc. makes no warranties or representations whatsoever with regard to any goods or services provided by Sellers. You will not consider Modern Sage, Inc. nor will Modern Sage, Inc. be construed as a party to such transactions, whether or not Modern Sage, Inc. may have received some form of revenue or other remuneration in connection with the transaction or be liable for any costs or damages arising out of, either directly or indirectly, you or any other person involved or related to the transaction. |
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| Modern Sage, Inc. may include special routing icons which may be located within Modern Sage, Inc. , the activation of which will allow you to access and learn more about Modern Sage, Inc. and other services provided by Modern Sage, Inc. whereby the use of such icons is free of additional charge to you. WHEN YOU ACCESS ANY OF THESE SERVICES, YOUR RIGHTS AND OBLIGATIONS WILL BE GOVERNED BY THE AGREEMENTS AND POLICIES RELATING TO THE USE OF THESE SERVICES. |
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| 7. Registration and Password |
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| You are responsible for maintaining the confidentiality of your information and password. You shall be responsible for all uses of your registration, whether or not authorized by you. You agree to immediately notify Modern Sage, Inc. of any unauthorized use of your registration or password. |
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| 8. Notification of Any Possible Copyright Infringement |
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| In the event you believe that material or content published on Modern Sage, Inc. may infringe on your copyright or that of another, please provide detailed written notice of such possible infringement to feedback@modernsage.com. |
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| 9. Disclaimer of Warranties |
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| YOU EXPRESSLY AGREE THAT USE OF MODERN SAGE, INC. , INCLUDING BUT NOT LIMITED TO ALL CONTENT, SERVICES, DIGITAL PRODUCTS, COURSES, EVENTS, TOOLS AND PRODUCTS PURCHASED THROUGH MODERN SAGE, INC. , IS AT YOUR SOLE RISK. MODERN SAGE, INC. IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. MODERN SAGE, INC. EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. |
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| MODERN SAGE, INC. MAKES NO WARRANTY THAT MODERN SAGE, INC. WILL MEET YOUR REQUIREMENTS, OR THAT MODERN SAGE, INC. WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES MODERN SAGE, INC. MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF MODERN SAGE, INC. MODERN SAGE, INC. WILL NOT BE LIABLE FOR ANY DIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, WHETHER FORSEEABLE OR NOT, WHICH MAY RESULT FROM THE UNAVAILABILITY OR MALFUNCTION OF MODERN SAGE, INC. |
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| YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF MODERN SAGE, INC. IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. |
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| YOU UNDERSTAND AND AGREE THAT MODERN SAGE, INC. DOES NOT GUARANTEE THE ACCURACY, COMPLETENESS OR USEFULNESS FOR A PARTICULAR PUROSE OF ANY INFORMATION PROVIDED IN CONNECTION WITH MODERN SAGE, INC. MODERN SAGE, INC. IS NOT RESPONSIBLE FOR ANY ERRORS OR OMISSIONS OR FOR THE RESULTS OBTAINED FROM THE USE OF SUCH INFORMATION. THE INFORMATION IS PROVIDED WITH THE UNDERSTANDING THAT NEITHER MODERN SAGE, INC. NOR ITS MEMBERS, WHILE SUCH MEMBERS ARE PARTICIPATING IN MODERN SAGE, INC. , ARE ENGAGED IN RENDERING LEGAL, MEDICAL, COUNSELING OR OTHER PROFESSIONAL SERVICES OR ADVICE. MODERN SAGE, INC. ENCOURAGES YOU TO SEEK APPROPRIATE PROFESSIONAL ADVICE OR CARE FOR ANY SITUATION OR PROBLEM WHICH YOU MAY HAVE. |
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| MODERN SAGE, INC. SHALL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE CAUSED, OR ALLEGED TO HAVE BEEN CAUSED, DIRECTLY OR INDIRECTLY, BY THE INFORMATION OR IDEAS CONTAINED, SUGGESTED OR REFERENCED IN MODERN SAGE, INC. , ITS DIGITAL PRODUCTS OR SERVICES. YOUR PARTICIPATION IN MODERN SAGE, INC. IS SOLELY AT YOUR OWN RISK. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MODERN SAGE, INC. OR THROUGH MODERN SAGE, INC. , ITS EMPLOYEES, CONSULTANTS AND/OR EXPERTS SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. |
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| MODERN SAGE, INC. MAKES NO WARRANTY REGARDING ANY GOODS, SERVICES, DIGITAL PRODUCTS, EVENTS, COURSES, CONTENT, TOOLS OR PRODUCTS PURCHASED OR OBTAINED THROUGH MODERN SAGE, INC. OR ANY TRANSACTIONS ENTERED INTO THROUGH MODERN SAGE, INC. |
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| MODERN SAGE, INC. IS NOT RESPONSIBLE FOR ANY CONTENT ON THE INTERNET OR WORLD WIDE WEB PAGES THAT IS CONTAINED OUTSIDE MODERN SAGE, INC. AS A CONVENIENCE TO OUR MEMBERS, WE MAY WE MAKE NO REPRESENTATIONS AS TO THE QUALITY, SUITABILITY, FUNCTIONALITY OR LEGALITY OF ANY SITES TO WHICH MODERN SAGE, INC. MAY PROVIDE LINKS, AND YOU HEREBY WAIVE ANY CLAIM YOU MIGHT HAVE AGAINST MODERN SAGE, INC. WITH RESPECT TO SUCH SITES. |
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| BY PERMITTING CLASSIFIED AND PERSONAL ADVERTISING, MODERN SAGE, INC. MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND AS TO THE ACCURACY OF THE CONTENT OR SUITABILITY OF THE SUBJECT MATTER OF ANY SUCH ADVERTISEMENT. MODERN SAGE, INC. SPECIFICALLY DISCLAIMS LIABILITY FOR DIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING FROM SUCH ADVERTISEMENTS. BY POSTING A PERSONAL OR CLASSIFIED ADVERTISEMENT ON MODERN SAGE, INC. , YOU ARE PROMISING THAT THE CONTENT OF YOUR ADVERTISEMENT IS TRUE AND THAT YOU WILL INDEMNIFY MODERN SAGE, INC. AGAINST ANY CLAIMS WHICH MAY ARISE FROM YOUR ADVERTISEMENTS. BY RESPONDING TO A CLASSIFIED OR PERSONAL ADVERTISEMENT ON MODERN SAGE, INC. , YOU WAIVE ANY CLAIMS AGAINST MODERN SAGE, INC. FOR DAMAGES ARISING FROM SUCH ADVERTISEMENT OR YOUR RELIANCE UPON STATEMENTS IN SUCH ADVERTISEMENT. |
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| 10. Limitation of Liability |
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| MODERN SAGE, INC. SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, RESULTING FROM THE USE OR THE INABILITY TO USE MODERN SAGE, INC. OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES OR RESULTING FROM ANY GOODS, SERVICES, DIGITAL PRODUCTS, EVENTS, COURSES AND/OR CONTENT PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH MODERN SAGE, INC. OR RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLES EVEN IF MODERN SAGE, INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. |
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| 11. E-Mail Message Storage |
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| Modern Sage, Inc. assumes no responsibility for the deletion of or failure to store e-mail messages. |
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| 12. Promotional Messages |
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| Modern Sage, Inc. and/or third parties may, from time to time, send e-mail messages to you containing advertisements, promotions, etc. Modern Sage, Inc. makes no representation or warranty with respect to the content of any such e-mail messages or any goods or services which may be obtained from such third parties, and you agree that neither Modern Sage, Inc. nor such third party shall have any liability with respect thereto. |
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| 13. Indemnification |
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| You agree to indemnify and hold each of Modern Sage, Inc., its parents, subsidiaries, affiliates, officers, directors and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of Modern Sage, Inc. , the violation of these Terms of Service by you, or the infringement by you, or any other subscriber or user of your account, of any intellectual property or other right of any person or entity. |
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| 14. Applicable Law |
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| These Terms of Service shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to its conflicts of laws provisions. By registering for or entering Modern Sage, Inc., you consent and submit to the exclusive jurisdiction and venue of the state and federal courts located in New York, New York. |
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| 15. Remedies for Breach of these Terms by You |
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| In the event that Modern Sage, Inc. determines, in its sole discretion, that you have breached any portion of these Terms of Service, or have otherwise demonstrated conduct inappropriate for Modern Sage, Inc. , Modern Sage, Inc. reserves the right to (i) warn you via email (to any email address you have provided to Modern Sage, Inc.) that | | |