Your access to and use of this Website is subject to the following terms and conditions, as well as all applicable laws.
We reserve the right, in our sole discretion, to deny, restrict, suspend, or terminate your access to all or any part of the Website at any time, for any or no reason, with or without prior notice or explanation, and without liability. We expressly reserve the right to remove your profile and/or other information and/or deny, restrict, suspend, or terminate your access to all or any part of the Website if we determine, in our sole discretion, that you have violated this Agreement or pose a threat to the Website and/or its other users.
Use of the Website is void where prohibited. You must be at least 18 years of age or older to use the Website. By agreeing to these terms for using the Website, you represent and warrant that you have the right, authority and capacity to enter into this Agreement and to abide by all of the terms and conditions of this Agreement.
This Agreement, and any posted revision to this Agreement, shall remain in full force and effect while you use the Website..
3) Limitation on Liability
Prism Partners International makes no warranties as to the accuracy, quality, or legality of any User Content (as defined in Section 6 of this Agreement). By your use of the Website, you agree and acknowledge to be solely responsible for the accuracy, substance and veracity of any User Content that is submitted or transmitted through the Website.
Prism Partners International cannot guarantee and does not promise any specific results from use of the Website. In no event shall Prism Partners International, its members, directors, officers, employees, agents, suppliers, licensors or third parties connected with the Website, be liable for any damages, whatsoever, including, but not limited to, any special, incidental, or consequential damages, direct or indirect damages, damages for lost profits, lost business, loss of revenue or loss of use, and any other losses or expenses arising out of or related to any use, whatsoever, of the Website or of any information transmitted through, submitted on or received from the Website.
Except in jurisdictions where such provisions are restricted, in no event will we be liable to you or any third person for any indirect, consequential, exemplary, incidental, special or punitive damages, including lost profits arising from your use of the Website, even if we have been advised of the possibility of such damages.
4) Registration Information
In consideration of their use of the Website, Users:
a) agree to provide accurate, current and complete information as prompted by any registration forms on the Website ("Registration Information");
b) agree to be fully responsible for all use of the Website and for any actions that take place using the Website;
c) understand that any misrepresentation may preclude use of the Website in the future; and
d) consent to being contacted by a Website professional for purposes of seeking feedback to ensure and evaluate the quality of the Website.
5) Proprietary Rights in Site Content; Limited License
a) All content on the Website, including software applications, designs, text, graphics, pictures, video, information, music, sound and other files, and their selection and arrangement (the "Site Content"), are the proprietary property of Prism Partners International, its Users or its licensors with all rights reserved. No Site Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without Prism Partner International’s prior written permission, except that the foregoing does not apply to your own User Content (as defined in Section 6 of this Agreement) that you legally submit to the Website.
6) User Content
Prism Partners International does not claim any ownership rights in any materials that you submit to the Website (“User Content”). After directly sending (“submitting”) your User Content to the Website, you continue to retain any ownership rights that you may have in your User Content, subject to the limited license below.
By submitting any User Content on or through the Website, you hereby grant to Prism Partners International a limited license to use, modify, delete from, add to, reproduce, and distribute such User Content on or through the Website.
a) The license you grant to Prism Partners International is exclusive, fully-paid and royalty-free (meaning that Prism Partners International is not required to pay you for the use on the Website of the User Content that you post), sub licensable (so that Prism Partners International is able to use its affiliates, subcontractors and other partners such as Internet content delivery networks and wireless carriers to provide the Website services), and worldwide (because the Internet and the Website services are global in reach).
b) You represent and warrant that: (i) you own the User Content submitted by you on or through the Website or otherwise have the right to grant the license set forth in this Section 6, and (ii) submission of User Content on or through the Website does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity.
c) The Website may contain User Content and other content of the Website licensors. Except as provided within this Agreement, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any content appearing on or through the Website.
d) The Website performs technical functions necessary to offer the services provided on the Website, including but not limited to transcoding and/or reformatting content to allow its use throughout the Website.
e) Prism Partners International may reject, refuse to post or delete any User Content for any or no reason, including User Content that in the sole judgment of Prism Partners International violates this Agreement or which may be offensive, illegal or violate the rights of any person or entity, or harm or threaten the safety of any person or entity. Prism Partners International assumes no responsibility for monitoring the Website for inappropriate User Content or conduct. If at any time Prism Partners International chooses, in its sole discretion, to monitor the Website, Prism Partners International nonetheless assumes no responsibility for User Content, no obligation to modify or remove any inappropriate User Content, and no responsibility for the conduct of the User submitting any such User Content.
f) You are solely responsible for the User Content that you submit to the Website.
g) You are responsible for complying with the laws of the jurisdiction in which you are accessing the Website and you agree that you will not use the Website in violation of those laws.
7) Prohibited Content/Activity
The following are examples of the kind of content that is illegal or prohibited to submit to the Website. We reserve the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates this provision, including without limitation, removing the offending content from the Website. Content includes, but is not limited to, content that, in the sole discretion of Prism Partners International:
a) is patently offensive and promotes racism, bigotry, hatred, and/or mental or physical harm of any kind against any group or individual;
b) harasses or advocates harassment of another person;
c) exploits people in a sexual or violent manner;
d) solicits personal information from anyone under the age of 18;
e) publicly posts information that poses or creates a privacy or security risk to any person;
f) constitutes or promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
g) involves the transmission of "junk mail," "chain letters," unsolicited mass mailing, instant messaging, "spimming," or "spamming";
h) contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);
i) furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to violating someone's privacy, or providing or creating computer viruses;
j) solicits passwords or personal identifying information for commercial or unlawful purposes from other Users;
k) involves commercial activities and/or sales such as contests, sweepstakes, barter, advertising, or pyramid schemes; or
l) violates the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person.
The following are examples of the kind of activity that is illegal or prohibited on the Website. We reserve the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates this provision, including without limitation, reporting you to law enforcement authorities. Prohibited activity includes, but is not limited to:
a) criminal or tortious activity, including child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;
b) advertising to, or solicitation of, any User to buy or sell any products or services through the unauthorized or impermissible use of the Website;
c) circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person in circumventing or modifying any security technology or software that is part of the Website;
d) activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware, or otherwise permit the unauthorized use of or access to a computer or a computer network;
e) covering or obscuring any part of any page of the Website via HTML/CSS or any other means;
f) any automated use of the system, such as, but not limited to, using scripts to submit information or send comments or messages;
g) interfering with, disrupting, or creating an undue burden on the Website or the networks or services connected to the Website;
h) impersonating or attempting to impersonate another User, person or entity;
i) using any information obtained from the Website in order to harass, abuse, or harm another person or entity, or attempting to do the same;
j) accepting payment or anything of value from a third person in exchange for your performing any commercial activity through the unauthorized or impermissible use of the Website on behalf of that person; or
k) using the Website in a manner inconsistent with any and all applicable laws and regulations.
8) Copyright Policy
The Website has a policy of responding to notices of alleged infringement that comply with the Digital Millennium Copyright Act (“DMCA”), which may include removing material claimed to be the subject of infringing activity. If Prism Partners International removes material to comply with the DMCA (“Removed Content”), we will attempt to contact the provider of such Removed Content to enable them to make a counter notification pursuant to sections 512(g)(2) and (3) of the DMCA. Please note that you will be liable for damages (including costs and attorneys' fees) if you materially misrepresent that a product or activity is infringing your copyrights. We will attempt to block access to the Website of any Users who repeatedly infringe the copyrights of others.
Digital Millennium Copyright Act (DMCA) - Infringement Notification
To file a notice of infringement, you must provide us with a written notice that includes each of the following items:
a) Detailed identification of the copyrighted work that you believe has been infringed.
b) Detailed identification of the material you claim infringes this copyrighted work.
c) Information reasonably sufficient to permit us to contact you (e-mail address is preferred).
d) The statement: "I have a good faith belief that use of the copyrighted materials described above on the allegedly infringing web pages is not authorized by the copyright owner, its agent, or the law. I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed."
e) Your signature.
Send the Infringement Notification by email using the “Contact Us” page on our website: www.prismpartnersintl.com.
Digital Millennium Copyright Act (DMCA) - Counter Notification
The provider of Removed Content may make a counter notification pursuant to sections 512(g)(2) and (3) of the DMCA. When we receive a counter notification, we will reinstate the Removed Content. Please note that you will be liable for damages (including costs and attorneys' fees) if you materially misrepresent that a product or activity is not infringing the copyrights of others.
To file a counter notification, you must provide us with a written notice that includes each of the following items:
a) Detailed identification of the material the Website has removed.
b) Your name, address, telephone number, e-mail address, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located (or New York, New York if your address is outside of the United States), and that you will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.
c) The statement: "I swear, under penalty of perjury, that I have a good faith belief that each search result or message identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled."
d) Your signature.
Send the Counter Notification by email using the “Contact Us” page found on our website: www.prismpartnersintl.com.
9) Product and Service Descriptions and Availability, Errors
Prism Partners International continually upgrades and revises its products and services to provide you with new products and services. Prism Partners International may revise, discontinue or modify products or services at any time without prior notice to customers, and products or services may become unavailable without notice. Prism Partners International shall have no liability of any kind if a product or service that has been previously offered is no longer available. If necessary, Prism Partners International reserves the right to substitute services of equal or greater value when an item or service is unavailable.
We attempt to be as accurate as possible and eliminate errors on the Website, however we do not warrant that any product, service, description, photograph, pricing or other information is accurate, complete, reliable, current or error-free. In the event of an error, whether on the Website, in delivering a product or service or otherwise, we reserve the right to correct such error.
10) User Disputes
Users are solely responsible for their interactions with other Users. We reserve the right, although we have no obligation, to monitor disputes between Users, and to take any action that we feel may be appropriate in our sole discretion, consistent with the terms of this Agreement.
a) We are not responsible for any incorrect or inaccurate User Content or any other third party content submitted to the Website whether made or caused by Users, corporate partners or by any of the software, equipment or programming associated with or utilized in the operation of the Website.
b) WE ARE NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE WEBSITE. UNDER NO CIRCUMSTANCE WILL WE BE RESPONSIBLE FOR ANY LOSS, LIABILITY OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH OR PROPERY DAMAGE, RESULTING FROM OR ARISING OUT OF ANYONE'S USE OF THE WEBSITE, ANY CONTENT SUBMITTED TO THE WEBSITE OR TRANSMITTED TO USERS OR ANY INTERACTIONS BETWEEN OR AMONG USERS OF THE WEBSITE, WHETHER ONLINE OR OFFLINE.
c) We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to or alteration of User communications. We are not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any website or combination thereof. We are not responsible for any injury or damage to any computer equipment belonging to any User of the Website or any other person related to or resulting from use of the Website, viewing, playing or downloading any materials on or from the Website.
The Website is provided "AS IS" and, except as otherwise prohibited by applicable law, we expressly disclaim any warranty of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, title and non-infringement. We cannot guarantee and do not promise any specific results from use of the Website. No advice or information, whether oral or written, obtained by you from us or from or through the Website shall create any warranty not expressly stated herein.
If there is any dispute between you and us about or involving the Website, by using the Website, you agree that the dispute exclusively shall be governed by the laws of the State of New York without regard to its conflict of law provisions. The state and federal courts located in New York County shall have exclusive jurisdiction for the resolution of any such dispute.
You agree to indemnify and hold Prism Partners International and its subsidiaries, affiliates, officers, directors, members, managers, agents, representatives, employees and corporate or other partners harmless from any loss, liability, claim or demand, including reasonable attorneys' fees, arising out of or relating to: (a) your use of the Website (including the submission by you of any User Content) in violation of this Agreement, (b) any other breach of this Agreement by you, (c) any breach of your representations and warranties set forth above, or (d) your violation of any law or the rights of a third party.
14) No Agency
There is no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship between you and us or between us and any other User of the Website.
15) Unauthorized Use
Use of the Website by anyone other than an authorized User is strictly prohibited.
17) Contact Information
Date of Last Revision: June 9, 2017