SPAH Terms of Use

These Terms of Use are entered into by and between You and The Society for the Preservation and Advancement of the Harmonica (“SPAH”, “we,” or “us“). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms of Use“), govern your access to and use of any content, functionality, and services offered on or through both SPAH.org and SPAHstore.org (the “Website“) as a registered user (collectively, “Service”).

By accessing this Service or using any part of the Service or any content or Services hereof, you agree to be bound by these Terms of Use and our Privacy Policy, found at [www.SPAH.org/privacy-policy and www.SPAHstore.org/privacy-policy], incorporated herein by reference. If you do not agree to these Terms or the Privacy Policy, you may not access or use the Service. These Terms are a legally binding agreement.

To enter into this Agreement, use the Services, and/or create an account with us, you must be at least 13 years of age.  If you are not of 13 years of age, then your parent or legal guardian must consent to this Agreement on your behalf prior to your use of the Website and you may only use the Website with the consent and involvement of your parent or legal guardian. If you know of someone under the age of 13 who is using the Service or has created an account with us and they are doing so without parental/guardian consent, then please notify us at info@SPAH.org. If you use the Website or create an account with us, then you are affirming that you meet these requirements, and we are permitted to reasonably rely on that.

 

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Service thereafter.

Your continued use of the Service following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check our website periodically, so you are aware of any changes, as they are binding on you.

Registration

As a condition of becoming a Member of this Service, including the use of its tools, applications and services, you are required to register with the Service and provide a password and username. You must complete the full registration process and shall provide the Service with accurate, complete, and updated registration information.

Member is defined as the individual who creates the account. Member Account is defined as any information related to the individual and all content the Member creates or posts on the site. Member Profile includes an individual’s name, details, and profile photo.

You, as a Member, are entirely responsible for maintaining the confidentiality of your password.

You agree not to access or use the information of any other individual’s Member Account, Member Profile, username, or password of another Member at any time. You agree to notify us immediately if you suspect any unauthorized use of your Member Account or Member Profile or access to your password. You are solely responsible for any and all use of your Member Account and Member Profile. Any information provided by you or gathered by the Service or third parties during any visit to the Website shall be subject to the terms of our Privacy Policy. You are responsible for anything that happens through your account unless you close it or report misuse.

We have the right to disable any username, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

Use of Your Content

SPAH provides the option to have information on the Service to be designated either Public Content or Private Content (collectively “Member Content”).  The Member Account holder will be able to designate the scope of their Member Content in their settings as they see fit.

Public Content refers to information that you submit to or through the Service for public display, such as photos or your public profile information. 

Private Content refers to information that you submit to or through the Service that is not intended to be displayed to the public.  Private Content will only be viewable to the Member Account.

By submitting Member Content through the Service, you hereby do and shall grant SPAH a worldwide, exclusive, irrevocable, royalty-free, fully paid, sub-licensable and transferable license to use, copy, edit, modify, reproduce, distribute, and prepare derivative works of the content in connection with the Service.  Furthermore, submitting Public Content through the service grants SPAH the additional right to publicly display, perform, and otherwise fully exploit the content in connection with the Service, and SPAH (and its successors and assigns) business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) or the service in any media formats and through any media channels (including, without limitation, third party websites and feeds).

SPAH reserves the right to restrict, suspend, or terminate your account if you breach this Contract or the law or are misusing the Services.

Prohibited Uses

You may use the Service only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Service:

• In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries). 
• For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.
• To impersonate or attempt to impersonate SPAH, a SPAH employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or usernames associated with any of the foregoing).
• To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Service, or which, as determined by us, may harm SPAH or users of the Service, or expose them to liability.

Additionally, you agree not to:

• Use the Service in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Service, including their ability to engage in real time activities through the Service.
• Use any robot, spider or other automatic device, process or means to access the Service for any purpose, including monitoring or copying any of the material on the Service.
• Use any manual process to monitor or copy any of the material on the Service, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
• Use any device, software or routine that interferes with the proper working of the Website.
• Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
• Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer or database connected to the Website. 
• Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
• Otherwise attempt to interfere with the proper working of the Website.

Payment Services

Fees. Your Member Account, unless otherwise specified, is provided on an annual, per membership subscription-basis, including annual payments according to the terms and conditions of the membership. You agree to pay to SPAH the annual fee for the Membership Services (“Membership Fees”). Your Member Account ends on December 31 of each successive year unless renewed.

Payment of Fees. Unless otherwise specified, all Fees will be paid in advance, and all references to currency set forth herein will mean U.S. dollars, with all payments hereunder to be made in U.S. dollars. Membership Fees are non-refundable and non-creditable.  If the payment method selected is credit card, ACH, or direct debit, you acknowledge and authorizes SPAH to charge Membership Fees based on your membership start date. SPAH may from time to time provide notice regarding any renewal term(s) and the renewal processes. Should SPAH be unable to process/receive the Fees when due and owing, payment shall be considered overdue. Additionally, after payment becomes overdue, SPAH will have the right to suspend your access to the Membership Services.

Fee Increase. SPAH reserves the right to determine the applicable Membership Fees. While SPAH will make reasonable efforts to keep the information relating to Membership Fees published on its Website up to date, you should check the Website periodically for information about current Membership Fees. Additionally, SPAH may adjust the Membership Fees as it deems appropriate. SPAH may also, from time to time and in its sole discretion, make promotional offers or different Membership Fees available to other users. Such promotional offers will not apply to you or this Agreement unless specified in writing.

Trademarks

SPAH’s name, the SPAH logo, and all related names, logos, product and service names, designs, and slogans are trademarks of SPAH or its affiliates or licensors. You must not use such marks without the prior written permission of SPAH. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

Copyright Infringement

If you believe that any Member Content violates your copyright, please contact us at info@SPAH.org. It is the policy of SPAH to terminate the user accounts of repeat infringers.

Reliance on Information Posted

The information presented on or through the Service is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Service, or by anyone who may be informed of any of its contents.

This Service may include content provided by other users, including materials provided by third-party licensors, syndicators, aggregators and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by SPAH, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of SPAH. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

Links from the Website

If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

Geographic Restrictions

The owner of the Website is based in the State of Michigan in the United States. We provide this Website for use only by persons located in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Service will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE SERVICE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE IS AT YOUR OWN RISK. THE SERVICE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER SPAH NOR ANY PERSON ASSOCIATED WITH SPAH MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SERVICE. WITHOUT LIMITING THE FOREGOING, NEITHER SPAH NOR ANYONE ASSOCIATED WITH SPAH REPRESENTS OR WARRANTS THAT THE SERVICE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SERVICE OR ANY ITEMS OBTAINED THROUGH THE SERVICE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. 

SPAH HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL SPAH, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICE, ANY CONTENT ON THE SERVICE OR ANY ITEMS OBTAINED THROUGH THE SERVICE OR SUCH OTHER SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify and hold harmless SPAH, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Service, including, but not limited to, your Member Content, any use of the Service’s content, services and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Service.

Governing Law and Jurisdiction

All matters relating to the Service and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Michigan without giving effect to any choice or conflict of law provision or rule (whether of the State of Michigan or any other jurisdiction).

Any legal suit, action or proceeding arising out of, or related to, these Terms of Use or the Service shall be instituted exclusively in the federal courts of the United States or the courts of the State of Michigan although we retain the right to bring any suit, action or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Arbitration

At SPAH’s sole discretion, it may require You to submit any disputes arising from these Terms of Use or use of the Service, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Michigan law.

Waiver and Severability

No waiver of by SPAH of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of SPAH to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Entire Agreement

The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and SPAH with respect to the Service and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Service.

Your Comments and Concerns

This Website is operated by:

 SPAH, PO Box 551381, Dallas, TX 75355

All notices of copyright infringement claims should be sent to the copyright agent at SPAH, PO Box 551381, Dallas, TX 75355, or info@SPAH.org.

All other feedback, comments, requests for technical support and other communications relating to the Service should be directed to: SPAH, PO Box 551381, Dallas, TX 75355, or info@SPAH.org.