BY CLICKING “I AGREE,” YOU, THE PARTICIPANT, ACKNOWLEDGE THAT YOU HAVE READ AND AGREE THAT THE FOLLOWING TERMS AND CONDITIONS ARE BINDING AND GOVERN THE COURSES, MEMBERSHP, ANY CERTIFICATION OR NON-CERTIFICATION PROGRAM AND RELATED SERVICES (“DC PROGRAM”) UNDER THIS DIVERSITY CREW INSTITUTE PROGRAM AGREEMENT (“AGREEMENT”). IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT CLICK “I AGREE” AND DO NOT TAKE OR ACCESS THE INFORMATION OR MATERIALS ON THIS SITE. THIS AGREEMENT WILL BE EFFECTIVE WHEN YOU PAY THE REQUIRED FEES AND CLICK ON “I AGREE.”
The Terms and Conditions of this Agreement are as follows:
- DC Program. Diversity Crew, LLC (“DC”) agrees to provide you (“Participant”) with access to the DC Program and its related lessons, slides, and discussions. A description of the courses and membership options and relating pricing as listed on the DC website. The fees charged by DC are non-refundable, may change from time to time, and Participant shall be subject to all applicable taxes.
- Effective Date & Term. This Agreement shall start upon registration by Participant in the Program (“Effective Date”) and shall be enforceable between the parties starting on that registration date. The term of this Agreement shall continue from the Effective Date and for one (1) year thereafter (“Initial Term”). Unless Participant is in breach of this Agreement, this Agreement shall automatically renew on a year to year basis after the Initial Term unless a party provides the other party with at least sixty (60) days prior written notice. DC may terminate this Agreement immediately in the event of a breach by Participant.
- Limited License. By purchasing the Program, Participant is granted a single-use, non-exclusive, non-transferable, revocable license to access, view, use, and if applicable, be certified under the Program. Participant is granted the right to download, store and print single copies of items comprising the Program. All ownership rights in the intellectual property related to the Program remain with DC and its licensors, and Participant may not use or reproduce any of the content in any manner, without the express written consent of DC. Any violation of the copyright or trademark rights of DC shall result in immediate termination of access to the Program without refund.
- Course Registration. Participant agrees to provide accurate, current, and complete information in connection with the registration process and to maintain and promptly update such information to ensure it remains accurate, current, and complete. In consideration of use of the website, Participant agrees to maintain and update accurate, current, and complete registration information. If Participant provides any information that is inaccurate, not current, or incomplete, or if DC has reasonable grounds to suspect that such information is inaccurate, not current, or incomplete, DC may suspend or terminate Program access without penalty. DC reserves the right in its sole discretion, to terminate access of Participant to the Program and the related services or any portion thereof at any time, if Participant becomes disruptive to the Program or other Program participants, or fails to follow the Program guidelines. In the event of a termination of the Program, Participant shall not be excused from any remaining payments due under this Agreement.
- Confidentiality, Feedback, & No License to DC’s IP. Participant is responsible for maintaining and using a reasonable care in protecting the confidentiality of the password and account. Participant agrees to notify DC immediately of any unauthorized use of their password or account or any other breach of security. Participant further agrees that DC will not be responsible for the unauthorized use of a Participant’s profile by any other person and is under no obligation to confirm the actual identity of any password or user ID. DC cannot and will not be liable for any loss or damage arising from a Participant’s failure to comply with these provisions. Except as expressly set forth herein, no license or other rights to confidential information are granted or implied hereby and DC retains all of its rights therein. Notwithstanding any other provision in this Agreement, if Participant provides any ideas, suggestions or recommendations to DC regarding Program (“Feedback”), DC is free to use and incorporate such Feedback in DC’s products, without payment of royalties or other consideration to Participant. Nothing in this Agreement is intended to grant a license or waive any rights in DC’s patents, copyrights or trademarks.
- Informational Purposes Only. DC provides the information contained in the Program to Participant for informational and educational purposes only. The information contained in the Program, including any interactions with instructors, and participation in any social media groups or chats, and shall not be understood or construed as professional advice. Participant shall be required to use their own judgment in applying the information provided in the Program to their own personal circumstances and may wish to get additional professional advice where appropriate.
- Limitation of Liability. DC shall not be liable for any losses or damages of any kind related to any websites, course hosting platforms or any other technology used in the delivery of the Program being unavailable or unusable for any reason whatsoever. Participant hereby agrees that they have the necessary Internet connection and other technology in order to participate fully in the Program. Subject to applicable law, in no event shall DC and its partners, employees, consultants, agents or licensors be liable for damages of any kind including, without limitation, any direct, special, indirect, punitive, incidental or consequential damages including, without limitation, any loss or damages in the nature of or relating to lost business, lost savings, lost data or lost profits arising from Participant’s use of, reliance upon, or inability to use the Program, regardless of the cause and whether arising in contract, negligence, or otherwise. The foregoing limitation shall apply even if DC knew of or ought to have known of the possibility of such damages.
- Disclaimer of Warranties. The Program is provided “AS IS” and “AS AVAILABLE”, without warranty or condition of any kind, either express or implied. DC expressly disclaims all warranties and conditions, including any statutory or implied warranties or conditions of merchantability, fitness for a particular purpose, title, or non-infringement in respect to the Program, to the fullest extent permissible under applicable law. While DC seeks to provide content that is correct, accurate and timely, no representations or warranties are made regarding the Program and DC provides no representation or warranty that (i) the Program will be accurate, reliable, complete, current, timely or suitable for any particular purpose, (ii) that the operation of the course hosting platform will be uninterrupted or error-free, (iii) that defects or errors in the Program will be corrected, (iv) that the course hosting platform will be free from viruses, malware, worms or other harmful components, and (v) that communications to or from the course hosting platform will be secure and/or not intercepted. Participant acknowledges and agrees that Participant is using the Program at Participant’s own risk and liability.
- Release & Indemnity. Participant hereby agrees to release DC and their partners, employees, consultants, agents and licensors from, and in no event shall any or all of DC and their partners, employees, consultants, agents or licensors be liable to Participant or any other person or entity, for any and all liabilities and damages (including any direct, indirect, special, exemplary or consequential damages, including lost profits) whatsoever arising from Participant’s use of the Program (including any breach by Participant thereof), or otherwise relating to this Agreement and Participant agrees that Participant’s sole remedy for any claim, loss, damage, costs or expenses is to cease using the Program. Participant expressly waives any and all rights and benefits conferred upon Instructor by the provisions of Section 1542 of the California Civil Code (and similar provisions of other jurisdictions), which Section 1542 reads as follows: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” Participant will indemnify and hold harmless DC and its partners, employees, consultants, agents or licensors from and against any claims, losses, judgments, damages, costs and expenses (including without limitation, reasonable legal fees) incurred by any of them due to or resulting from Participant’s use of the Program or otherwise relating to this Agreement (including any breach by Participant thereof). Participant will also indemnify and hold harmless DC and their partners, employees, consultants, agents or licensors from and against any claims brought by third parties arising out of Participant’s use of the Program or its content.
- General. The headings used in this Agreement are inserted for convenience only and shall be disregarded in construing this Agreement. Any invalidity, in whole or in part, of any provision of this Agreement shall not affect the validity of any other of its provisions. Participant certifies and represents that Participant has read the Agreement, fully understands its meaning and effect, and has signed this Agreement to be legally bound. No term or provision hereof shall be deemed waived and no breach excused unless such waiver or consent shall be in writing and signed by the party claimed to have waived or consented. The provisions in this Agreement that by their sense and context are intended to survive the completion of performance and termination of the Agreement shall so survive the completion of performance and termination of the Agreement.
- Entire Agreement; Governing Law and Venue. This Agreement contains the entire agreement and understanding among the parties hereto with respect to the subject matter hereof, and supersedes all prior and contemporaneous agreements, understandings, inducements and conditions, express or implied, oral or written, of any nature whatsoever with respect to the subject matter hereof. The express terms hereof control and supersede any course of performance and/or usage of the trade inconsistent with any of the terms hereof. This Agreement shall be governed by and construed in accordance with the internal laws of the State of Texas without giving effect to any choice or conflict of law provision or rule (whether of the State of Texas or any other jurisdiction) that would cause the application of laws of any jurisdictions other than those of the State of Texas. Each of the parties hereby consent to exclusive personal jurisdiction in the state and federal courts of Denton County, Texas.