These Terms of Service (“Terms”) govern your access to and use of this web site, including the FITWEL™ Scorecard and related services, any software-as-a-service applications, and mobile applications (the “Services”). This web site is owned by the Center for Active Design, Inc. (“CfAD”) and provided under license by the U.S. Department of Health and Human Services and the Centers for Disease Control (“CDC”).
1.1 You may use the Services only if you can form a binding contract with CfAD and are not a person barred from receiving services under the laws of the United States or another applicable jurisdiction. If you are accepting these Terms and using the Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so. You may use the Services only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations.
1.2 The Services that CfAD provides are always evolving and the form and nature of the Services that CfAD provides may change from time to time without prior notice to you. In addition, CfAD may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to users generally and may not be able to provide you with prior notice. We also retain the right to create limits on use and storage at our sole discretion at any time without prior notice to you.
3.1 You acknowledge that the Services contain “Content,” which collectively refers to any of the following owned by Us or certain third parties as specified hereunder: any text, graphics, images, information, software, audio and video clips, links, logos, icons, and other material, including but not limited to proprietary and confidential information, copyrights, patents, trade secrets, trade dress, service marks and trademarks, including the Marks (as defined below). Any Site Content owned by Us is referred to herein as “Our Site Material.” Content may also include “Third Party Site Material” and “User Information,” both as defined below.
3.2 Our Site Material may include technical inaccuracies or typographical errors. We reserve the right to make changes and updates to any information contained on Our Site without prior notice. Under no circumstances will CfAD be liable in any way for any Site Content, including, but not limited to, any errors or omissions in any Site Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Services or broadcast elsewhere.
4.1 CfAD gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software that is provided to you by CfAD as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by CfAD, in the manner permitted by these Terms, and is not a transfer of title in the Content or copies of the Content.
5.1 Certain Services (“Premium Services”) provided by CfAD require payment before you can access them, including registration of individual building sites and certification of individual building sites. The fees for Premium Services may vary from time to time and the most current fee structure can be obtained by contacting firstname.lastname@example.org.
5.2 Fees paid for Premium Services are non-refundable.
6.1 All right, title, and interest in and to the Services are and will remain the exclusive property of CfAD and its licensors.
6.2 The Content presented to you as part of the Services may be owned by us or by third parties and is protected by intellectual property rights under both United States and foreign laws. You have no rights in or to the Content, and you may not use the Content except as permitted under these Terms. The trademarks, service marks, and logos of CfAD (the “CfAD Trademarks”) used and displayed on the Services are registered and unregistered trademarks or service marks of CfAD. The trademarks, service marks, and logos related to FITWEL, including the FITWEL logo and the FITWEL word mark (the “FITWEL Trademarks”) used and displayed on the Services are registered and unregistered trademarks or service marks of CDC. Other company, product, and service names located on the Services may be trademarks or service marks owned by others (the “Third-Party Trademarks,” and, collectively with CFAD Trademarks, the “Trademarks”). Nothing on the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. All goodwill generated from the use of the CfAD Trademarks inures to our benefit.
6.3 You agree to retain all copyright and other proprietary notices contained in the original Content on any copy You make of such material. You may not sell or modify Our Content or reproduce, display, distribute, or otherwise use the Content in any way for any public or commercial purpose. The names, marks and logos included in the Content are, unless otherwise noted, registered and\/or common law trademarks owned by or licensed to Us. Marks not belonging to Us belong to their respective third party owners and We claim no rights in them. The use of these marks or the Content, except as provided in these Terms, is prohibited.
6.5 You may not do any of the following while accessing or using the Services: (i) access, tamper with, or use non-public areas of the Services, CFAD's computer systems, or the technical delivery systems of CFAD's providers; (ii) probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures; (iii) access or search or attempt to access or search the Services by any means (automated or otherwise) other than through our currently available, published interfaces that are provided by CFAD (and only pursuant to those terms and conditions), unless you have been specifically allowed to do so in a separate agreement with CFAD; (iv) forge any TCP\/IP packet header or any part of the header information in any email or posting, or in any way use the Services to send altered, deceptive or false source-identifying information; or (v) interfere with, or disrupt, (or attempt to do so), the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the Services, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Services.
7.1 We reserve the right, in our sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Services, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Services at any time without prior notice or liability.
8.1 Please read this section carefully since it limits the liability of CfAD and its parents, subsidiaries, affiliates, related companies, officers, directors, employees, agents, representatives, partners, and licensors (collectively, the “CfAD Entities”). Each of the subsections below only applies up to the maximum extent permitted under applicable law. Some jurisdictions do not allow the disclaimer of implied warranties or the limitation of liability in contracts, and as a result the contents of this section may not apply to you. Nothing in this section is intended to limit any rights you may have which may not be lawfully limited.
8.2 Your access to and use of the Services or any Content is at your own risk. You understand and agree that the Services is provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, CFAD ENTITIES DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
8.3 CfAD makes no warranty and disclaim all responsibility and liability for: (i) the completeness, accuracy, availability, timeliness, security or reliability of the Services or any Content; (ii) any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services, or any Content; (iii) the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services; (iv) whether the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from CfAD Entities or through the Services, will create any warranty not expressly made herein.
8.4 WE DO NOT WARRANT THAT THE WEB SITE WILL OPERATE ERROR-FREE OR THAT THE WEB SITE AND ITS SERVER ARE FREE OF COMPUTER VIRUSES OR OTHER HARMFUL MATERIAL. IF YOUR USE OF THE WEB SITE OR THE SITE'S MATERIAL RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, WE SHALL NOT BE RESPONSIBLE FOR THOSE COSTS. THIS WEB SITE AND ITS MATERIAL ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. WE AND OUR AFFILIATES, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTY OF MERCHANTABILITY, OF NON-INFRINGEMENT OF THIRD PARTIES' RIGHTS, AND OF FITNESS FOR A PARTICULAR PURPOSE, INCLUDING THAT USE OF THE SERVICES WILL ACHIEVE A PARTICULAR RESULT. WE AND OUR AFFILIATES MAKE NO WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF THE MATERIAL, SERVICES, SOFTWARE, TEXT, GRAPHICS, AND LINKS ON THIS WEB SITE.
8.5 IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE MATERIAL ON THIS WEB SITE OR SITES LINKED TO THIS WEB SITE, INCLUDING THAT THE FITWEL PROGRAM FAILED TO ACHIEVE A SPECIFIC RESULT, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE ARE AND\/OR ANY AFFILIATE IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.1 The Services may contain links to third-party websites or may otherwise allow you to gain access to third-party websites (“External Sites”). These links and\/or access to such External Sites are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.
10.1 The Services are controlled, operated and administered by CfAD from its offices within the United States. CfAD makes no representation that the Services are appropriate or available for use at other locations outside the United States, and access to the Services from territories where the Services are illegal is prohibited. If you access the Services from a location outside the United States, you are responsible for compliance with all local laws.
11.1 If you are under 18, you may use the CFAD only with involvement of a parent or guardian. CFAD reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in its sole discretion.
12.1 You agree to defend, indemnify, and hold CFAD harmless from and against any claims, actions, suits, proceedings, or demands (collectively, “Claims”), including, without limitation, reasonable legal and accounting fees, arising or resulting from your user content, your breach of these Terms, and\/or your access to, use, or misuse of the Services. We shall provide notice to you of any such Claim and shall assist you, at your expense, in defending any such Claim. We reserve the right to assume the exclusive defense and control of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.
13.1 The failure of CFAD to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect.
14.1 These Terms and any action related thereto will be governed by the laws of the State of New Jersey without regard to or application of its conflict of law provisions or your state or country of residence. All claims, legal proceedings or litigation arising in connection with the Services will be brought solely in the federal or state courts located in Union County, New Jersey, United States, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.
14.2 If you are a federal, state, or local government entity in the United States using the Services in your official capacity and legally unable to accept the controlling law, jurisdiction or venue clauses above, then those clauses do not apply to you. For such U.S. federal government entities, these Terms and any action related thereto will be governed by the laws of the United States of America (without reference to conflict of laws) and, in the absence of federal law and to the extent permitted under federal law, the laws of the State of New York (excluding choice of law).
15.2 We may revise these Terms from time to time, the most current version will always be at www.app.fitwel.org. If the revision, in our sole discretion, is material we will notify you via email to the email associated with your account or through the Services.
15.3 If you do not wish to be bound by any such revisions to the Terms, you must end these Terms with us as set forth in Section 10 above. By continuing to access or use the Services after those revisions become effective, you agree to be bound by the revised Terms.
15.4 These Services are operated and provided by the Center for Active Design, Inc., 215Park Avenue South, 6thFloor, New York, NY 10003. If you have any questions about these Terms,please contact us.