This Site (defined below) is offered by City of Austin, Texas (“Presenter”) for use by individuals who meet Presenter’s criteria. Bang the Table USA, LLC (“Host,” or “we”) operates and hosts the Site for the benefit of Presenter. This agreement contains contractual obligations and waivers of certain rights (See Section 7.4). Please read these terms carefully.
1.1. Presenter and Host welcome you to Presenter’s community engagement portal at http://speakupaustin.us.engagementhq.com (the “Site”). While all of the questions, surveys, forums, chat rooms, and other Content (defined below) on the Site is provided and controlled by Presenter, the Host owns and operates the Site and the underlying technology and software used to operate the Site. On the Site, you will be able to engage and communicate with Presenter and other interested parties.
Host offers you access and use of the Site only on the terms and conditions set
2.2. Before you access the Site, it is important that you
understand and agree to the TOU.
may change the TOU from time to time without prior notice to you, but we
will indicate there is an updated TOU by posting it to the Site and including a
revised effective date.
contact us at firstname.lastname@example.org, or 1434 Spruce Street, Suite 100, Boulder CO 80302
USA, if you see any activity or content that violates the TOU.
AND CONTENT AT THE SITE
we use the term “Content,” we mean any information, data, music, sound files,
photographs, graphics, images, videos, articles, or other content accessible on
Policy, Moderation Rules, Accessibility statement and basic use instructions
for the Site. A “Linked Site” is any website other than the Site that one may
directly visit through a link found on the Site. Content is provided by
Presenter and other users of the Site. The Host does not create, upload or
instructions) or Linked Sites. The Host makes no, and hereby disclaims all, representations
or warranties about the Content. The source of particular Content, which is
either Presenter or another user of the Site, is solely responsible for the
accuracy, completeness, appropriateness, legality and all other aspects of that
using the Site, you agree that the Host and any of its subsidiaries or
affiliates and any of their employees, directors, or agents are not responsible
a) The accuracy, completeness,
appropriateness, or legality of the Content displayed or omitted from the Site
or Linked Sites;
b) Any person's reliance on the Content presented on the
Site or on Linked Sites;
c) Any loss in connection with the use of the Site or any
3.3. You have no expectation that your Content will be
published on the Site.
3.4 The Site may contain
links to Linked Sites. Host does not endorse or assume any responsibility for
any such Linked Sites, or any information, materials, products, or services
found or offered on a Linked Site. If you access a third-party website from the
Site, you do so at your own risk, and you understand that these Terms and the
release Host from any and all liability arising from your use of any Linked
Site, service, or Content.
4.1. In order to register for an account
on the Site, you must be the older of: (a) 14 years and (b) the age required by
law where you live to form a binding contract with Host. Note that you can
browse the Site without registering, but you may not have access to all
features and functionality. You will:
a) submit only true, accurate, current
and complete information about yourself as prompted by the Site's registration
procedure (the “Registration Data”); and
b) maintain and regularly update the Registration Data to
keep it true, accurate, current and complete.
you provide any information that is untrue, inaccurate, not current or
incomplete, or we suspect that you have provided such information, we may
suspend or terminate your account and refuse any and all current or future use
of the Site, or part of it.
Use of the Site by you,
including our collection of Registration Data and other personal information
ACCOUNT, PASSWORD AND SECURITY
you complete the user registration process at the Site, you will receive a user
password and account name to access the Site. You:
responsible for maintaining the confidentiality of your password and account;
responsible for all activities that occur under your password or account;
c) must immediately notify Host if you
are aware or suspect any unauthorized use of your password or account or any
other breach of security;
must create no
more than one user account at the Site;
6.2. We, or our agents, may require access to your user
account to respond to service or technical issues.
may communicate with you through your user account by sending messages,
newsletters, and other information.
and agree that:
Content is the sole responsibility of the person who made the Content
available, and you are solely liable and responsible for all Content you submit
or upload to the Site;
b) you are prohibited from advertising or offering to
sell or buy any goods or services.
c) you shall not:
Content that: (a) infringes any patent, trade mark, trade secret, copyright or
other proprietary rights of any party; (b) violates applicable law or is
illegal; or (c) violates any third-party’s right, including right to privacy;
Content that is or includes unsolicited or unauthorized advertising,
promotional materials, "junk mail," "spam," "chain
letters," "pyramid schemes," surveys, contests or any other form
Content that contains software viruses, trojan horses, worms, time bombs,
cancelbots or any other computer code, files or programs designed to or that
may interrupt, destroy or limit the functionality of any computer software or
hardware or telecommunications equipment;
that harms minors in any way;
any person or entity, including without limitation a Bang the Table
representative or another user of the Site, or falsely state or otherwise
misrepresent your affiliation with a person or entity;
a false identity for the purpose of misleading others as to your identity or
the originator of a message;
with or disrupt the Site or servers or networks connected to the Site, or
disobey any requirements, procedures, policies or regulations of networks
connected to the Site;
7.2. You also acknowledge and agree that:
and our designated agents have the right (but not the obligation), in our sole
discretion, to review and monitor Content you post on the Site, and we may
refuse to post or remove, in our sole discretion, any Content that is available
via the Site, including if it violates our Moderation Rules (see below). In
some cases, Presenter has the right to review and approve Content before it is
included on the Site. Note that neither we nor Presenter edit your Content.
must evaluate, and bear all risks associated with, the use of any Content,
including any reliance on the accuracy, completeness, appropriateness, or
usefulness of such Content.
c) all Content you provide will be seen by Presenter and
may be made publicly available, subject to applicable open records laws.
agree to and shall comply with our moderation rules for the Site, which can be
found at http://speakupaustin.us.engagementhq.com/moderation (“Moderation Rules”).
By accessing the Site, you expressly
agree that: (a) the Site is not a public forum; and (b) the Content you post on
the Site does not constitute protected speech under the First Amendment of
United States Constitution.
shall indemnify and hold Host, and its subsidiaries, affiliates, officers,
agents, cobranders and other partners, and employees harmless from, and at
Host’s request, defend any or all of the foregoing against, any claim, cause of
action, proceeding or demand and all related costs, expenses, damages, and
other liabilities, including reasonable legal fees, related to or arising out
a) Content you submit, post to or otherwise transmit
through the Site;
b) Your use of or connection to the Site;
c) Your violation of the TOU; or
d) Your violation of any other's rights or applicable
PRACTICES REGARDING USE AND
agree that Host has no responsibility or liability for the deletion or failure
to store any messages and other communications or other Content maintained or
transmitted by the Site.
and agree that Host:
a) is entitled to log off any account that is inactive
for an extended period of time; and
in its absolute discretion, with or without notice to you, delete, modify or
otherwise deal with any Content stored at the Site and any of your user profile
information or account at the Site.
10.1 We reserve the right at any time and from
time to time to modify or discontinue access to the Site (or any part), with or
without notice, temporarily or permanently without liability to you or to any
agree that Host may, in its sole discretion and with or without notice to you,
terminate your password, account or use of the Site (or any part), and remove
and discard any Content within the Site for any reason including without
limitation, where a breach of copyright has been reported.
agree that Host may in its sole discretion and at any time discontinue
providing the Site, or any part, to you with or without notice, and without
liability to you or any third parties.
agree that termination of your access to the Site under any provision of these
TOU may occur without prior notice, and acknowledge and agree that we may
immediately deactivate or delete your account and all related information and
files in your account and/ or bar any further access to such files or the Site.
your account or access to the Site is terminated for any reason, you must
immediately cease using the Site. Termination does not affect any of our
accrued rights or liabilities.
WITH THIRD PARTIES
communications or dealings with Presenter and third parties via the Site are
solely between you and the relevant third parties.
agree that Host is not responsible or liable for any loss or damage of any sort
incurred as the result of any such dealings or as the result of the presence of
such third parties on the Site.
the Table PROPRIETARY RIGHTS
13.1. You acknowledge and agree that:
Site and any necessary software used in connection with the Site, including but
not limited to the software known as Engagement HQ™, contain proprietary and
confidential information protected by applicable intellectual property and
other laws, and all of the foregoing is owed by Host; and
Content presented to you via the Site or via third parties may be protected by
copyrights, trademarks, service marks, patents or other proprietary rights and
as expressly authorized by Host, you shall not modify, rent, lease, loan, sell,
distribute or create derivative works based on the Site, in whole or in part.
shall not access the Site by any means other than through the website and
interfaces that are provided by Host for use in accessing the Site.
13.4. You hereby grant Host a
nonexclusive, perpetual, irrevocable, royaltyfree, paidup right and license
to: (a) use your name or user/screen name and Content you post for
Host’s business purposes, including on Host’s publicly facing website; and (b)
sublicense your Content to Presenter for its business purposes.
14.1. You expressly understand and agree that:
A) Your access and use of hte site is at your own risk;
B) The site and all content is provided on an "as is" and "as available" basis.
14.2. To the fullest extent allowed by applicable law, we expressly disclaim all warranties of any kind grom arising from or related to the site or content, whether express or implied, including without limitation all implied warranties of merchantability, fitness for a particular purpose, title and infringement.
We make no
a) the Site or Content will meet your requirements;
b) the Site will be uninterrupted, timely, secure, or
c) the Content or other results that may be obtained from
the use of the Site will be accurate or reliable;
quality of any Content, products, services, information, or other material
discussed on or introduced to you through the Site will meet your expectations;
e) any errors in the Software will be corrected.
Content downloaded or otherwise obtained through the use of the Site is done at
your own discretion and risk and you are solely responsible for any damage to
your computer system or loss of data that results from the download of any such
advice or information, whether oral or written, obtained by you from us or
through or from the Site shall create any warranty not expressly stated in the
15.1. To the maximum extent permitted by applicable law, we, our affiliates and the employees, directors, officers and agents of each of the foregoing will not be liable for any indirect, incidental, special, consequential, or exemplary damages, economic or other loss or damage, including lost profits or revenues whether and even if we have been advised of the possibility of such damages, arising out of this agreement or the site, including, without limitation, in respect of:
A) The use of, or the inability to use the site;
B) Unauthorized access to or alteration of your transmissions or data;
C) Statements or conduct of any third party on the site; Or
D) Any other matter relating to the site.
E) You specifically acknowledge that we shall not be liable for user submissions or the defamatory, offensive or illegal conduct of any third party and that the risk of harm or damage from the foregoing rests entirely with you.
15.4. In no event will our aggregate liability to you arising from or related to the site or this TOU exceed $50 U.S.
15.5. The limitations of this section 15 shall apply to any theory of liability, whether based on warranty, cotnract, statute, tort (including negligence) or toherwise, and whether or not we have been informed of hte possibility of any such damage, and even if a remedy set forth herin is found to have failed of its essential purpose.
jurisdictions do not allow the exclusion of certain warranties or the
limitation or exclusion of liability for incidental or consequential damages.
So some of the limitations in the TOU may not apply to you.
17.1. If you wish to contact Host, please email us at email@example.com.
may also provide notices of changes to the TOU or other matters by displaying
notices or links to notices to you generally on the Site.
Bang the Table trade mark, and other Bang the Table logos and product and
service names, are trademarks of Bang the Table (the Bang the Table Marks).
18.2. You agree not to display or use the Bang the Table
Marks in any manner without our prior permission.
using the Site you may provide us with Content. You retain your rights to your
Content, but you grant us a nonexclusive, royaltyfree, transferable, worldwide
right and license, with the right to sublicense, to use, modify, distribute,
publish, copy, reproduce, or otherwise exploit all the Content you post, submit
or display on the Site, and all information derived or generated from it, in
all existing or future media. These rights include without limitation the right
and market it to anyone for any reason.
complies with the Digital Millennium Copyright Act (“DMCA”). We will terminate
copyright infringers when legally required or appropriate.
used in this clause 19, information includes but is not limited to data, text,
photographs, drawings, sound recordings, feedback, and any other information or
data displayed or presented by you on the Site.
us, and governs your use of the Site, superseding any prior agreements between
you and us.
will be subject to additional terms and conditions that may apply when you use
the Linked Sites, affiliate services, third-party content or third-party
TOU and the relationship between you and us is governed by the laws of the
State of Colorado without regard to its conflict of law provisions. Any dispute
or claim relating in any way to your use of the Site will be resolved by
binding arbitration, rather than in court, except that you may assert claims in
small claims court if your claims qualify. The Federal Arbitration Act and
federal arbitration law apply to this TOU. We each agree that any dispute
resolution proceedings will be conducted only on an individual basis and not in
a class, consolidated or representative action. If for any reason a claim
proceeds in court rather than in arbitration we each waive any right to a jury
trial. We also both agree that you or we may bring suit in court to enjoin
infringement or other misuse of intellectual property rights.
failure to exercise or enforce any right or provision of the TOU must not be
treated as a waiver of the right or provision.
any provision of the TOU is found by a court of competent jurisdiction to be
invalid, then such provision is deemed deleted, but the court should try to
give effect to the parties' intentions as reflected in the provision, and the
other provisions of the TOU shall remain in full force and effect.
agree that regardless of any statute or law to the contrary, any claim or cause
of action arising out of or related to use of the Site or the TOU must be filed
within one (1) year after the claim or cause of action arose, or be forever
rights and obligations under the TOU are personal and may not be assigned or
dealt with in any way without our permission, and which may be withheld in our
20.8. Headings in the TOU are for convenience only and do
not affect interpretation.