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1. Scope/Modification of Agreement. The Agreement constitutes the entire and only agreement between you and DMS with respect to your use of the DMS Offerings, and supersedes all prior or contemporaneous agreements, representations, warranties and/or understandings with respect to the Site. We may amend the Agreement from time to time in our sole discretion, without specific notice to you; provided, however, that any amendment or modification to the arbitration provisions, prohibition on class actions provisions or any other provisions applicable to dispute resolution (collectively, “Dispute Resolution Provisions”) shall not apply to any disputes incurred prior to the applicable amendment or modification. The latest Agreement will be posted on the Site, and you should review the Agreement prior to using the DMS Offerings. By your continued use of the DMS Offerings, you hereby agree to comply with and be bound by all of the terms and conditions contained within the Agreement effective at that time (other than with respect to disputes arising prior to the amendment or modification of the Dispute Resolution Provisions, which shall be governed by the Dispute Resolution Provisions in effect at the time of the subject dispute). Unless explicitly stated otherwise, any future offer(s) made available to you on the Site that augment(s) or otherwise enhance(s) the current features of the DMS Offerings shall be subject to the Agreement.
2. Requirements. The DMS Offerings are available only to individuals who can enter into legally binding contracts under applicable law. The DMS Offerings are not intended for use by individuals under eighteen (18) years of age (or the applicable age of majority, if greater than eighteen (18) years of age). If you are under eighteen (18) years of age (or the applicable age of majority, if greater than eighteen (18) years of age), you do not have permission to use and/or access the DMS Offerings.
You understand and agree that DMS is not responsible or liable in any manner whatsoever for: (A) your use of, or inability to use and/or qualify for, the DMS Offerings, the Education Services or any other products and/or services offered by DMS or any School; (B) for any dispute between you and any School; or (C) any modification, suspension or discontinuation of any product, service or promotion offered by any School. If DMS terminates the Agreement for any reason, DMS shall have no liability or responsibility to you. You understand and agree that refusal to use the DMS Offerings is your sole right and remedy with respect to any dispute with DMS. The Agreement only governs your use of the DMS Offerings.
4. Social Media Pages. The Site contains links to the various DMS Social Media Pages. The Social Media Pages are hosted and made available on third party websites (“Social Media Websites”) by third party entities. Your use of Social Media Pages and Social Media Websites shall be governed by the applicable terms and conditions of those Social Media Websites. You understand and agree that DMS shall not be liable to you, any other end-user or any third party for any claim in connection with your use of, or inability to use, the Social Media Pages and/or Social Media Websites.
5. Content. Subject to the terms and conditions of the Agreement, end-users that possess the requisite technology shall have the opportunity to view, download and/or interact with all or some of the Content made available by and through the Site and/or other DMS Offerings including, without limitation, the E-Book. The Content is compiled, distributed and displayed by DMS, as well as third-party content providers (“Third-Party Providers”). DMS does not control the Content provided by Third-Party Providers that is made available by and through the DMS Offerings. Such Third-Party Providers are solely responsible for the accuracy, completeness, appropriateness and/or usefulness of such Content. The Content should not necessarily be relied upon. DMS does not represent or warrant that the Content and other information posted by and through the DMS Offerings is accurate, complete, up-to-date or appropriate. You understand and agree that DMS will not be responsible for, and DMS undertakes no responsibility to monitor or otherwise police Content provided by Third-Party Providers. You agree that DMS shall have no obligation and incur no liability to you in connection with any Content. You may find certain Content to be outdated, harmful, inaccurate and/or deceptive. Please use caution, common sense and safety when using the Content.
7. License Grant. As a user of the Site, you are granted a non-exclusive, non-transferable, revocable and limited license to access and use the DMS Offerings and associated content in accordance with the Agreement. DMS may terminate this license at any time for any reason. You may use the DMS Offerings on one computer for your own personal, non-commercial use. Other than a single download of the E-Book, no part of the DMS Offerings may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical. You may not use, copy, emulate, clone, rent, lease, sell, modify, decompile, disassemble, reverse engineer or transfer the DMS Offerings or any portion thereof. DMS reserves any rights not explicitly granted in the Agreement. You may not use any device, software or routine to interfere or attempt to interfere with the proper working of the DMS Offerings. You may not take any action that imposes an unreasonable or disproportionately large load on DMS infrastructure. Your right to use the DMS Offerings is not transferable.
8. Proprietary Rights. The content, organization, graphics, design, compilation, magnetic translation, digital conversion, software, services and other matters related to the DMS Offerings are protected under applicable copyrights, trademarks and other proprietary (including, but not limited to, intellectual property) rights. Other than a single download of the E-Book, the copying, redistribution, publication or sale by you of any part of the DMS Offerings is strictly prohibited. Systematic retrieval of material from the Site by automated means or any other form of scraping or data extraction in order to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from DMS is prohibited. You do not acquire ownership rights in or to any content, document, software, services or other materials viewed at the Site or through the DMS Offerings. The posting of information or material on the Site by DMS does not constitute a waiver of any right in or to such information and/or materials. The “Psychologycareercenter” name and logo, and all associated graphics, icons and service names, are trademarks of Digital Media Solutions, LLC. All other trademarks are the property of their respective owners. The use of any trademark without the applicable trademark owner’s express written consent is strictly prohibited.
9. Editing, Deleting and Modification. We reserve the right in our sole discretion to edit and/or delete any documents, information or other content appearing on the Site.
10. Legal Warning. Any attempt by any individual, whether or not a DMS customer, to damage, destroy, tamper with, vandalize and/or otherwise interfere with the operation of the DMS Offerings, is a violation of criminal and civil law and DMS will diligently pursue any and all remedies in this regard against any offending individual or entity to the fullest extent permissible by law and in equity.
11. Indemnification. You agree to indemnify and hold DMS, its parents, subsidiaries and affiliates, and each of their respective members, officers, directors, employees, agents, co-branders and/or other partners, harmless from and against any and all claims, expenses (including reasonable attorneys’ fees), damages, suits, costs, demands and/or judgments whatsoever, made by any third party due to or arising out of: (a) your use of the DMS Offerings; (b) your breach of the Agreement; (c) any dispute between you and any School; and/or (d) your violation of any rights of another individual and/or entity. The provisions of this Section 11 are for the benefit of DMS, its parents, subsidiaries and/or affiliates, and each of their respective officers, directors, members, employees, agents, shareholders, licencors, suppliers and/or attorneys. Each of these individuals and entities shall have the right to assert and enforce these provisions directly against you on its own behalf.
12. Disclaimer of Warranties. THE DMS OFFERINGS AND/OR ANY OTHER PRODUCTS AND/OR SERVICES THAT YOU MAY APPLY FOR THROUGH SAME ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS AND ALL WARRANTIES, EXPRESS AND IMPLIED, ARE DISCLAIMED TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW (INCLUDING, BUT NOT LIMITED TO, THE DISCLAIMER OF ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND/OR FITNESS FOR A PARTICULAR PURPOSE). IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, DMS MAKES NO WARRANTY THAT: (A) THE DMS OFFERINGS AND/OR ANY OTHER PRODUCTS AND/OR SERVICES THAT YOU MAY APPLY FOR THROUGH SAME WILL MEET YOUR REQUIREMENTS; (B) THE DMS OFFERINGS AND/OR ANY OTHER PRODUCTS AND/OR SERVICES THAT YOU MAY APPLY FOR THROUGH SAME WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (C) YOU WILL QUALIFY FOR EDUCATION SERVICES FROM ANY SCHOOL; OR (D) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE DMS OFFERINGS AND/OR ANY OTHER PRODUCTS AND/OR SERVICES THAT YOU MAY APPLY FOR THROUGH SAME WILL BE ACCURATE OR RELIABLE. THE DMS OFFERINGS AND/OR ANY OTHER PRODUCTS AND/OR SERVICES THAT YOU MAY APPLY FOR THROUGH SAME MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. WE WILL NOT BE LIABLE FOR THE AVAILABILITY OF THE UNDERLYING INTERNET CONNECTION ASSOCIATED WITH THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM DMS, THE SCHOOLS OR OTHERWISE THROUGH OR FROM THE DMS OFFERINGS, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.
13. Limitation of Liability. YOU EXPRESSLY UNDERSTAND AND AGREE THAT DMS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL AND/OR EXEMPLARY DAMAGES INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF DMS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), TO THE FULLEST EXTENT PERMISSIBLE BY LAW FOR: (A) THE USE OR THE INABILITY TO USE THE DMS OFFERINGS AND/OR ANY OTHER PRODUCTS AND/OR SERVICES THAT YOU MAY APPLY FOR THROUGH SAME; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION AND/OR SERVICES PURCHASED OR OBTAINED FROM, OR TRANSACTIONS ENTERED INTO THROUGH, THE DMS OFFERINGS; (C) THE FAILURE TO QUALIFY FOR EDUCATION SERVICES FROM ANY SCHOOL; (D) THE UNAUTHORIZED ACCESS TO, OR ALTERATION OF, YOUR REGISTRATION DATA; AND (E) ANY OTHER MATTER RELATING TO THE DMS OFFERINGS AND/OR ANY OTHER PRODUCTS AND/OR SERVICES THAT YOU MAY APPLY FOR THROUGH SAME. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION, IN THE AGGREGATE INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS AND ANY AND ALL OTHER TORTS. YOU HEREBY RELEASE DMS AND THE SCHOOLS FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THE LIMITATIONS STATED HEREIN. IF APPLICABLE LAW DOES NOT PERMIT SUCH LIMITATIONS, THE MAXIMUM LIABILITY OF DMS TO YOU UNDER ANY AND ALL CIRCUMSTANCES WILL BE FIVE HUNDRED DOLLARS ($500.00). THE NEGATION OF DAMAGES SET FORTH ABOVE IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND DMS. THE DMS OFFERINGS AND/OR ANY OTHER PRODUCTS AND/OR SERVICES THAT YOU MAY APPLY FOR THROUGH SAME WOULD NOT BE PROVIDED TO YOU WITHOUT SUCH LIMITATIONS.
14. Third Party Websites. The Site may provide links to and/or refer you to other Internet websites and/or resources including, but not limited to, School websites. Because DMS has no control over such third party websites and/or resources, you hereby acknowledge and agree that DMS is not responsible for the availability of such third party websites and/or resources. Furthermore, DMS does not endorse, and is not responsible or liable for, any terms and conditions, privacy policies, content, advertising, services, products and/or other materials at or available from such third party websites or resources, or for any damages and/or losses arising therefrom.
15. Dispute Resolution Provisions. The Agreement shall be treated as though it were executed and performed in the State of Delaware and shall be governed by and construed in accordance with the laws of the State of Delaware (without regard to conflict of law principles). Should a dispute arise concerning the DMS Offerings, terms and conditions of the Agreement or the breach of same by any party hereto: (a) the parties agree to submit their dispute for resolution by arbitration before the American Arbitration Association in New York, New York, in accordance with the then current Commercial Arbitration rules of the American Arbitration Association; and (b) you agree to first commence a formal dispute proceeding by completing and submitting an Initial Dispute Notice which can be found Here. We may choose to provide you with a final written settlement offer after receiving your Initial Dispute Notice (“Final Settlement Offer”). If we provide you with a Final Settlement Offer and you do not accept it, or we cannot otherwise satisfactorily resolve your dispute, but you still wish to proceed with your dispute, you must submit your dispute for resolution by arbitration before a reputable arbitration organization as mutually agreed upon by the parties, in your county of residence, by filing a separate Demand for Arbitration, which is available Here. For claims of Ten Thousand Dollars ($10,000.00) or less, you can choose whether the arbitration proceeds in person, by telephone or based only on submissions. If the arbitrator awards you relief that is greater than our Final Settlement Offer, then we will pay all filing, administration and arbitrator fees associated with the arbitration and, if you retained an attorney to represent you in connection with the arbitration, we will reimburse any reasonable attorneys’ fees that your attorney accrued for investigating, preparing and pursuing the claim in arbitration. Any award rendered shall be final and conclusive to the parties and a judgment thereon may be entered in any court of competent jurisdiction. Nothing contained herein shall be construed to preclude any party from: (i) seeking injunctive relief in order to protect its rights pending an outcome in arbitration; and/or (ii) pursuing the matter in small claims court rather than arbitration. Although we may have a right to an award of attorneys’ fees and expenses if we prevail in arbitration, we will not seek such an award from you unless the arbitrator determines that your claim was frivolous.
To the extent permitted by law, you agree that you will not bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that you may have against DMS and/or its employees, officers, directors, members, representatives and/or assigns. You agree to the entry of injunctive relief to stop such a lawsuit or to remove you as a participant in the suit. You agree to pay the attorney’s fees and court costs that DMS incurs in seeking such relief. This provision preventing you from bringing, joining or participating in class action lawsuits: (A) does not constitute a waiver of any of your rights or remedies to pursue a claim individually and not as a class action in binding arbitration as provided above; and (B) is an independent agreement. You may opt-out of these dispute resolution provisions by providing written notice of your decision within thirty (30) days of the date that you first access the Site.
16. Miscellaneous. Should any part of the Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that anything in or associated with any DMS Offerings is in conflict or inconsistent with the Agreement, the Agreement shall take precedence. Our failure to enforce any provision of the Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision. The parties do not intend that any agency or partnership relationship be created through operation of the Agreement.
17. Contact Us. If you have any questions about the Agreement, the DMS Offerings or your dealings with the Site, please e-mail us at: [email protected]; or send a letter to: Digital Media Solutions, LLC, 4800 140th Ave N. Suite 101, Clearwater, FL 33762.