Your purchase of Emblaze membership (https://corporatevisions.com/emblaze-community/) is an agreement between You (Customer) and Corporate Visions, Inc. (CVI), on behalf of its Emblaze community as of the date of such online order (the “Effective Date”) and such purchase is subject to the terms and conditions set forth herein and Your online order (together, the “Agreement”).
You agree that by entering your username and password and clicking “sign in,” or log on by clicking on an “Agree and Continue” or similar button when registering for or accepting any services on the website or provided by CVI, you are acknowledging that you have read, understand, and agree to be bound by this Agreement, and that such actions by You constitute consent and agreement hereto.
1. Term.
The term of this Agreement will start on the Effective Date and continue for 12 months (the “Term”). The membership you ordered shall and the Term shall automatically renew for additional terms of 12-months each unless prior to the expiration of the then current Term you cancel your membership and such membership online through your member portal at https://corporatevisions.com/emblaze-community/ or CVI provides you notice of non-renewal. In the event you renew early online, your 12-month renewal shall extend the Term by such additional 12 months.
2. Licensed Products and Services; Fees.
CVI may make certain membership available to You through the Emblaze community. You agree to pay in full the prices for any purchases You make either by credit/debit card concurrent with Your online order or by other payment means acceptable to CVI. You agree to pay all applicable taxes. If payment is not received by CVI through your card, You agree to pay all amounts due upon demand by CVI.
3. Additional Details for Licensed Products and Services
3.1 Training.
Each member will be provided access to CVI’s learning platform for the associated Inline Training for the Term, such access will include eLearning, video challenges, activities, and other components specific to the included Training.
3.2 Events.
If You have purchased event passes:
- Customer acknowledges and agrees that CVI may, at any time upon reasonable notice and without Customer prior consent, reschedule the location, date, time and/or logistics of any event (an “Event”) (in-person or virtual) and the intended topics and content of such Event.
- Fees for Events are due and payable in full and are non-refundable even if Customer does not use the passes for the Events.
- If Customer elects to not attend a specific Event and provides written notice of such election at least 30 days in advance of the scheduled Event, we will permit use of the fees paid for such Event for the passes not used to be used toward a different CVI offered Event within 12 months of the originally scheduled Event for which Customer does not use the pass(es).
- For events where fees include hotel and meals, the fees paid for hotel and meals are non-refundable in all instances and are not available for use as a credit for a future Event, except in the event CVI cancels the Event entirely.
4. Additional Terms and Conditions.
4.1 License to Use Licensed Products; Restrictions.
Subject to Customer’s payment of the fees and compliance with the terms of this Agreement, CVI grants to Customer, solely for the number of participants identified in the order (each a “Licensed User”) a revocable, non-exclusive, non-transferable, non-assignable, term license (without the right to sub license) to use the Licensed Products for the time period provided under this Agreement.
“Licensed Products” means any platform, modules, videos, templates, diagrams, books, ebooks, guides, documentation, electronic files, curriculums, training content, tools, and other materials, regardless of medium, accessed by Customer or its Licensed Users from CVI; provided Customer and its Licensed Users may not:
- (a) access, use, distribute, sublicense, copy, display, transfer or otherwise provide Licensed Products to any person other than the permitted Licensed Users;
- (b) decompile, disassemble, modify, adapt or otherwise reverse-engineer any Licensed Products;
- (c) export, re-export or ship, directly or indirectly, Licensed Products to any country for which the U.S. Government, any agency thereof, or any other sovereign government, requires an export license or other governmental approval without first obtaining such license or approval;
- (d) violate or attempt to violate the security of any CVI platforms or websites; or
- (e) introduce into any CVI platforms or websites any viruses, worms, or other destructive mechanisms.
Customer will be responsible for the security of passwords issued to each Licensed User as well as all activity occurring under the Licensed Users’ user IDs. Customer will promptly notify CVI of any unauthorized use or attempted use of a password or any other security breach known to Customer or the Licensed Users.
4.2 Use of Data.
Customer agrees that CVI and its affiliates may collect and use user and usage data for the purposes of providing Licensed Products, subject to the confidentiality provisions set forth below. Customer hereby agrees that CVI and its affiliates may use de-identified, anonymized information collected during the term of this Agreement for purposes of benchmarking or enhancing or developing CVI or affiliate offerings.
4.3 Termination.
Either party may terminate this Agreement if the other party fails to cure a breach hereof within 30 days of the non-breaching party’s written notice of such breach. Upon expiration or termination of this Agreement for any reason, Customer shall immediately pay to CVI the following amounts: (i) all fees and incurred expenses for Services and Licensed Products provided as of date of such termination; and (ii) unless such termination is by Customer for CVI’s uncured breach pursuant to this Section, as a cancellation fee, all remaining fees listed in this Agreement that would become due had this Agreement not been terminated. Sections 4.2, 4.3, 4.5, 4.6 and 4.7 of this Agreement will survive any expiration or termination hereof.
4.4 Fees; Payment Terms.
All fees paid, due and owing or otherwise payable under this Agreement are payable in advance and are non-refundable unless specified above. Customer shall be responsible for all sales, use and excise taxes, and any other similar taxes.
4.5 Confidentiality and Intellectual Property Ownership.
Licensed Products and all other information provided by CVI hereunder is and shall be Confidential Information of CVI. Customer and Licensed Users may not disclose Confidential Information to any third parties without the prior written consent of CVI. All rights, title, and interest in and to the Licensed Products are and will remain the sole and exclusive property of CVI. CVI reserves all rights in and to the CVI Property not expressly granted to Customer and Licensed Users.
CVI, its personnel, contractors, successors and assigns will have an irrevocable, royalty-free, worldwide, perpetual license to use, copy, modify, create derivative works of and incorporate into the workshops, or any Licensed Products any suggestions, enhancement requests, recommendations or feedback provided by Customer and Licensed Users relating to, arising out of or resulting from their access to and/or use of the Services or Licensed Products (collectively, “Feedback”).
4.6 Warranty; Liability Limitation.
Customer acknowledges and agrees that the Licensed Membership under this Agreement are provided “AS IS” without warranty of any kind. CVI hereby disclaims and Customer hereby waives all express and implied warranties regarding the Services or Licensed Products, including all implied warranties of merchantability, non-infringement, and fitness for a particular purpose.
In no event will CVI be liable to Customer, Licensed Users or any other party (or any person claiming through such party) under any equity, common law, contract, estoppel, negligence, tort, strict liability or any other theory, regardless of the form of action, for any consequential, exemplary, incidental, indirect, punitive, tort or special damages even if such party has been advised of the possibility of such damages and CVI’s aggregate cumulative liability to Customer (including Licensed Users) or any third party arising out of this Agreement shall not exceed the amount of fees paid or payable under this Agreement.
Actual or threatened breach of this Section may cause immediate, irreparable harm for which monetary damages may not be an adequate remedy and CVI may seek injunctive or other equitable relief to prevent any such actual or threatened breach, without the necessity of posting bond or proving actual damages.
4.7 Miscellaneous.
This Agreement contains the entire agreement between the parties with respect to its subject matter set forth herein. A waiver by any party of any breach or default will not constitute a waiver of any different or subsequent breach or default. If any part of this Agreement is invalid, illegal, or unenforceable for any reason, the remainder will remain in force and the invalid, illegal or unenforceable portion will be replaced with a valid provision appropriate to the Parties’ original intent.
Customer may not assign this Agreement or any of its rights or duties without CVI’s prior written consent, and any such attempt to assign will be null and void. Customer hereby grants to CVI the right to use Customer’s company name, relevant images, and successful results in the normal course of promotion of sales and marketing activities.
This Agreement will be governed by and construed and enforced in accordance with the laws of the State of Delaware, without regard to conflict of laws principles and excluding the application of the United Nations Convention on Contracts for the International Sale of Goods. Except for claims related to fees due or breach of any License and use restrictions under this Agreement, claims shall be barred if not brought within 2 years from the date of such claim arising.
Neither party shall be liable under this Agreement by reason of any failure or delay in the performance of its obligations under this Agreement on account of strikes, riots, insurrection, fires, flood, storm, explosions, acts of God including but not limited to epidemics or pandemics, war, governmental action, labor conditions (other than those of the Party seeking excuse), earthquakes, hurricanes, tornados, floods, other natural disasters, or any other cause which is beyond the reasonable control and without the negligence or fault of such party (“Force Majeure Event”). Any party seeking excuse for such failure or delay shall promptly provide Notice to the other party and take all commercially reasonable steps to mitigate the effect of the Force Majeure Event and resume performance promptly whenever such causes and/or effects are removed or mitigated.
4.8 Non-Solicitation.
During the Term and for a period of twelve (12) months thereafter, neither party will, directly or indirectly, solicit to hire, hire or otherwise obtain the services of any employee of the other party; provided however that general recruiting activities and job advertisements by a Party will not be construed to violate this Section.
4.9 Communications; Notices.
You understand and agree that CVI may electronically provide to You either through posting or links on the website or through e-mail, invoices and other documents, notices and communications regarding your relationship with CVI related to the Emblaze membership (“Communications”). You hereby consent to receive such Communications electronically.
4.10 Modifications.
CVI reserves the right to modify or discontinue any services or content provided by CVI through the Emblaze community with or without notice to You. CVI reserves the right, at any time, to modify, alter, or update the terms in this Agreement without prior notice. Any such changes will become effective immediately upon being posted tohttps://corporatevisions.com/emblaze-terms-of-service/. You should visit this page periodically to review the most current terms of the Agreement. Your continued use of the Emblaze membership and accessing the Emblaze community after such changes are posted constitutes an acknowledgement and acceptance of the updated Agreement. Except as otherwise provided in this Section, the Agreement may not be amended.
4.11 Eligibility.
By using or accessing the Emblaze community and any of the services provided therein in any manner, You agree (i) that you are at least 13 years of age (or the minimum age of digital consent in your jurisdiction), (ii) if You are the age of majority in Your jurisdiction or over, that you have read, understood, and accept to be bound by this Agreement, and (iii) if You are between 13 (or the minimum age of digital consent in Your jurisdiction) and the age of majority in Your jurisdiction, that Your legal guardian has reviewed and agrees to this Agreement.
By accessing the community, You further represent and warrant that You have the right, authority and capacity to agree to and abide by this Agreement. You also represent that You will use the Emblaze community and any services or information provided by CVI in a manner consistent with any and all applicable laws and regulations. If you are accessing or using the Emblaze community or Services on behalf of an organization, you represent that you have the authority to bind that organization to this Agreement.
4.12 Privacy Policy.
You will be asked to create an account and provide CVI with certain information including, without limitation, a valid e-mail address. Any such information that You submit will be treated in accordance with CVI’s Privacy Policy. See the CVI Privacy Policy available at https://corporatevisions.com/privacy-policy.
4.13 Acceptable Use Policy.
All use of the Emblaze community, with or without purchase of Services, is subject to the following acceptable use policy (“AUP”).
(a) Valid Email Address. You must supply and maintain a valid and verified email address in order to use the services provided by the Emblaze community. Invalid email addresses and those that have not been verified through the verification email sent upon sign-up will be deleted from our system and You will be denied access.
(b) Unauthorized Use. Members of Emblaze are authorized to view and access a single copy of the content available on or from the community solely for their own personal use. You will be responsible for ensuring that anyone accessing the Emblaze community through Your internet connection complies with this AUP. You may not share your log in credentials with any other person or entity. Unauthorized use of the Emblaze community, misuse of passwords, or misuse of any information posted to the Emblaze community is strictly prohibited.
(c) Use of Website Content. The contents of the Emblaze community such as text, graphics, images, logos, button icons, software and other content (collectively the “Community Content”) and any compilation thereof is the exclusive property of CVI, its affiliate, or their licensors and are protected under both United States and foreign copyright, trademark and other laws. Unauthorized use of the Community Content may violate these laws and is strictly prohibited. Members must retain all copyright, trademark, service mark and other proprietary notices contained in the original Community Content on any authorized copy they make of such content. Members may not sell or modify the Community Content or reproduce, display, publicly perform, distribute, or otherwise use the Community Content in any way for any public or commercial purpose, in connection with products or services that are not those of CVI, or in any other manner that is likely to cause confusion among consumers, that disparages or discredits CVI or its licensors, that dilutes the strength of CVI or its licensor’s property, or that otherwise infringes CVI’s or its licensor’s intellectual property rights. Members may not in any other way misuse the Community Content. The use of the Community Content on any other website or in a networked computer environment for any purpose is prohibited. Any code that CVI creates to generate or display any Community Content or the pages making up the Community is also protected by CVI’s copyright and Members may not copy or adapt such code.
(d) Community Restrictions. You may not use the Emblaze community in order to transmit, post, distribute, store or destroy material, including without limitation, the Community Content, (i) in violation of any applicable law or regulation, (ii) in a manner that will infringe the copyright, trademark, trade secret or other intellectual property rights of others or violate the privacy, publicity or other personal rights of others, or (iii) that is defamatory, obscene, threatening, abusive or hateful.
(e) Prohibited Uses. You must not attempt to gain unauthorized access to the Emblaze community, the server on which the Emblaze community is stored or any server, computer or database connected to the Emblaze community. You are expressly prohibited from using the Emblaze community for any of the following:
- Accessing data not intended for You or logging into a server or account which You are not authorized to access;
- Attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
- Attempting to interfere with service to any other user or Member, host or network, including, without limitation, via means of submitting a virus to the Community, overloading, “flooding”, “spamming”, “mailbombing” or “crashing”;
- Sending unsolicited mail or e-mail, make unsolicited phone calls or send unsolicited faxes regarding promotions and/or advertising of products or services to other users or Members;
- Using or attempting to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Emblaze community other than the search engine and search agents available from the Emblaze community and other than generally available third party web browsers;
- Decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way making up a part of the Emblaze community; or
- Aggregate, copy or duplicate in any manner all or part of the Community Content or information available from the Community, without express written consent from CVI.
Violations of system or network security may result in civil and/or criminal liability. CVI will investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users or Members who are involved in such violations.
(f) Links to other Sites. The Emblaze community may contain links to websites controlled or offered by third-parties that are not affiliates of CVI. You acknowledge that CVI is not responsible for the availability of, or the content located on or through any third-party website. CVI makes no representations about and disclaims liability for, any information, materials, products or services posted or offered at any of the third-party websites linked to the Emblaze community. By providing such links, CVI does not endorse or recommend any products or services offered or information contained therein, nor is CVI liable for any failure of products or services offered or advertised at those websites. If You decide to access such linked third-party web sites, You do so at your own risk. Your use of those third-party sites is subject to the terms of use and privacy policies of each such site, and CVI is not responsible for anything contained therein. You should contact the site administrator or webmaster for those third-party sites if You have any concerns regarding the content on those sites.
