Terms and Conditions of Use – Accessing Title IX Training Materials

Please read these Terms and Conditions of Use (“TOU”) carefully. You must agree to these TOU before you are permitted to access any Institutional Compliance Solutions’ digital or downloadable training materials or resources that have been posted in compliance with Title IX.

If you do not agree with these TOU, you may not view or access the Content (defined below).

As used in these TOU, the term “Releasees” is defined to include Courtney Bullard d/b/a Institutional Compliance Solutions and ICS, its affiliated companies, owners, past and present employees, contractors, agents, coaches, representatives, successors and assigns (collectively “the Company“, “we” or “us”) and any Company volunteers.

1. Intellectual Property Rights
   1. Ownership of the Content

      The words, videos, voice and sound recordings, training materials, design, layout, graphics, photos, images, information, materials, documents, data, databases and all other information and intellectual property related to Title IX training, as well as the look and feel of all of the foregoing (“the Content“) is property of the Company and/or our affiliates or licensors, unless otherwise noted, and it is protected by copyright, trademark, and other intellectual property laws.

   2. The Company’s Limited License to You:

      If you view or access any of the Content, you will be considered our Licensee. For the avoidance of doubt, you are granted a revocable, non-transferable license for personal, non-commercial use only, limited to you only.

      This means you may view the Content only to the extent necessary to comply with Title IX.

      You may not otherwise republish, reproduce, duplicate, copy, sell, display, disclose, distribute to friends, family, or any other third party, or otherwise use any of the Content for commercial purposes or in any way that earns you or any third party money. By accessing the Content you in no way assume any ownership rights of the Content – it is still Company property. Any unauthorized use of any materials found in the Content shall constitute infringement.

      You must receive our written permission before using any of the Content for your own commercial use or before sharing with others.

      The trademarks and logos displayed on the Content are trademarks belonging to the Company, unless otherwise indicated. Any use including framing, metatags or other text utilizing these trademarks, or other trademarks displayed, is strictly prohibited without our written permission.

      All rights not expressly granted in these terms or any express written license are reserved by us.

   3. Unauthorized Use

      Your use of any materials found in the Content other than that expressly authorized in this agreement, or by a separate written assignment, is not permitted (“Unauthorized Use”). You agree to pay liquidated damages of $5,000, in addition to any legal or equitable remedies the Company may be entitled to pursue. This is not a penalty but an agreed liquidated damages charge for the Unauthorized Use.

      You agree that any violation or threatened violation of the Intellectual Property Rights terms in this Agreement would cause irreparable injury to us that may not be adequately compensated by damages, entitling us to obtain injunctive relief, without bond, in addition to all legal remedies.

   4. Request for Permission to Use the Content

      If you wish to use any of the Content, or any other intellectual property or property belonging to us, you should request permission in writing BEFORE you use the Content by completing the “Contact” form on the Company’s website.

      If you are granted permission by the Company, you agree to use the specific Content that the Company allows and only in the ways for which the Company has given you its written permission. If you choose to use the Content in ways that the Company does not specifically give you written permission, you agree now that you will be treated as if you had copied, duplicated and/or stolen such Content from us, and you consent to immediately stop using such Content and to take whatever actions as we may request and by the methods and in the time frame that we prescribe to protect our intellectual property and ownership rights in the Content.

2. Release and Disclaimers

   1. You release, covenant not to sue, and hold Releasees harmless for any and all liability to you, your personal representatives, assigns, heirs and next of kin, for any and all claims, causes of action, obligations, lawsuits, charges, complaints, controversies, damages, costs or expenses of whatsoever kind, nature, or description, whether direct or indirect, in law or in equity, in contract or in tort, or otherwise, whether known or unknown, arising out of or connected with your (or your minor child’s/ward’s) access of the Content, whether or not caused by the active or passive negligence of the Releasees.

   2. The Content provides information and education only, and does not provide any financial, legal, medical or psychological services or advice. The Content is not intended to be a substitute for professional advice that can be provided by your own accountant, lawyer, financial advisor, or medical professional. You should consult with a professional if you have specific questions about your own unique situation. The Company disclaims any liability for your reliance on any opinions or advice contained in the Content.

   3. Any links to third-party products, services, or sites are subject to separate terms and conditions. The Company is not responsible for or liable for any content on or actions taken by such third-party company or website. Although the Company may recommend third-party sites, products or services, it is your responsibility to fully research such third parties before entering into any transaction or relationship with them.

   4. THE INFORMATION, PRODUCTS AND SERVICES OFFERED ON OR THROUGH THE CONTENT ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

   5. THE COMPANY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE CONTENT.

3. General

   These TOU shall be governed by and construed in accordance with the laws of the State of Tennessee without giving effect to its conflict of laws principles. The state and federal court nearest to Chattanooga, Tennessee shall have exclusive jurisdiction over any case or controversy arising from or relating to the Content, including but not limited to the Company’s Privacy Policy or these TOU. By accessing the Content, you hereby submit to the exclusive jurisdiction and venue of these courts and consent irrevocably to personal jurisdiction in such courts and waive any defense of forum non conveniens. The prevailing party in any dispute between the parties arising out of or related to these TOU, whether resolved by negotiation, mediation, or litigation, shall be entitled to recover its attorneys’ fees and costs from the other party.

   You expressly agree that these TOU are intended to be as broad and inclusive as permitted by the law of the State of Tennessee, and that if any portion is held invalid, it is agreed that it will be severed and the balance shall continue in full legal force and effect. This release is not intended as an attempted release of claims of gross negligence or intentional acts by Releasees. This is the entire agreement of the parties, and reflects a complete understanding of the parties with respect to the subject matter. This agreement supersedes all prior written and oral representations.

   The Company may change, modify or update these TOU at any time. Any access or use of the Content by you after the Company publicly posts or distributes such changes shall constitute consent of such modifications. If you have any questions or concerns about these TOU contact info@icslawyer.com.