CIALDINI INSTITUTE LLC
1. ACCEPTANCE OF USER POLICY
1.1. This User Policy (“User Policy”) is entered into between you and Cialdini Institute, a Delaware limited liability company (“Cialdini”, “Company”, “we”, “us”).
1.2. This User Policy governs your use of the “CI -Social”, available for download in the Google Play Store and Apple App Store or the Cialdini Institute LMS, Member Dashboard, accessible at https://member.cialdini.com and https://academy.cialdini.com (both hereinafter: “Cialdini App”). The Cialdini App is licensed, not sold, to you.
1.4. Cialdini reserves the right to amend this User Policy 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 Cialdini App thereafter. Your continued use of the Cialdini App means that you accept and agree to the changes. You are expected to check this page so you are aware of any changes, as they are binding on you.
2. INTELLECTUAL PROPERTY RIGHTS AND LICENSE TO USE
2.1. The Cialdini App and its entire contents, features, and functionality, including but not limited to all information and materials published in the Cialdini App, such as presentations, books, videos, articles, tests, and other e-learning related documents and the design, selection, and arrangement thereof (“Materials”) are owned by the Company, its licensors, or other providers of such material and are protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
2.2 Cialdini hereby grants you a limited, non-exclusive, non-transferable, non-sublicensable license to download, install, and use the Cialdini App for your personal, non-commercial use on a single mobile device owned or otherwise controlled by you strictly in accordance with Cialdini App’s documentation. Except as expressly provided in this User Policy, no other rights or licenses are granted or implied.
3. YOUR USE OF THE CIALDINI APP
3.1. You shall not:
(a). copy the Cialdini App, except as expressly permitted by this license;
(b). modify, translate, adapt, or otherwise create derivate works or improvements, whether or not patentable, of the Cialdini App;
(c). reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Cialdini App or any part thereof;
(d). remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Cialdini App, including any copy thereof;
(e) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Cialdini App, or any features or functionality of the Cialdini App, to any third party for any reason, including by making the Cialdini App available on a network where it is capable of being accessed by more than one device at any time; or
(f) remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Cialdini App.
3.2. You acknowledge and agree that the Cialdini App is provided under license, and not sold, to you. You do not acquire any ownership interest in the Cialdini App under this User Policy, or any other rights thereto other than to use the Cialdini App in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this User Policy. Company, its licensors, and service providers reserve and shall retain their entire rights, titles, and interests in and to the Cialdini App, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this User Policy.
4. COLLECTION AND USE OF YOUR INFORMATION
5. CIALDINI'S SERVICES
5.1. We reserve the right to withdraw or amend the Website, the Cialdini App, the E-Learning Platform, and/or other Services or Materials we provide in our sole discretion and without notice. We will not be liable if for any reason all or any part of the Cialdini App is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Cialdini App or the entire Cialdini App, to users, including registered users. All of Cialdini Services are provided on an “as is” basis.
5.2. You are responsible for any costs associated with the use of the Website, the Cialdini App, and the E-Learning Platform, such as costs of an internet connection, use of mobile data, any telecommunication costs, and costs for equipment and devices on which the Cialdini App is installed or the Website is used.
5.3. You are also responsible for having a sufficiently working internet connection suitable for streaming video and for otherwise making use of the Website, the Cialdini App, and the E-Learning Platform.
5.4. Except for instructions that can be found on the Website, Cialdini does not offer assistance or support, including IT, in order to install or use of the Cialdini App.
6.1. Company may from time to time in its sole discretion develop and provide updates for the Cialdini App, which may include upgrades, bug fixes, patches, other error corrections and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Company has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your mobile device settings, when your mobile device is connected to the internet either:
(a) the Cialdini App will automatically download and install all available Updates; or
(b) you may receive notice of or be prompted to download and install available Updates.
6.2 You shall promptly download and install all Updates and acknowledge and agree that the Cialdini App or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Cialdini App and be subject to all terms and conditions of this User Policy.
7. THIRD-PARTY MATERIALS
The Cialdini App may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or service, including through third-party advertising (“Third-Party Materials”). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.
8.1. This User Policy starts to apply when you download/install the Cialdini App and/or acknowledge your acceptance and will continue in effect until you have fully deleted and ceased use of the Cialdini App.
8.2. Company may terminate this User Policy and your access to the Cialdini App at any time and without notice. In addition, this User Policy and your access to the Cialdini App will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this User Policy.
8.4. Upon termination: (a) all rights granted to you under this User Policy will also terminate; and (b) you must cease all use of the Cialdini App and delete all copies of the Cialdini App from your mobile device and account.
8.5. Termination will not limit any of the Company’s rights or remedies at law or in equity.
8.6. If the applicability of this User Policy terminates, you should be aware that any data that you have entered or stored in the Cialdini App may be deleted or may no longer be available to you. Cialdini is not liable for any losses due to the deletion and/or inaccessibility of such data.
9. DISCLAIMER OF WARRANTIES
9.1. You understand that we cannot and do not guarantee or warrant that files available for downloading from the Cialdini App 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.
9.2. TO THE FULLEST EXTENT PROVIDED BY LAW, 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 CIALDINI APP OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE CIALDINI APP OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
9.3. YOUR USE OF THE WEBSITE, ITS CONTENT, THE CIALDINI APP, AND ANY SERVICES, ITEMS, OR MATERIALS OBTAINED THROUGH THE WEBSITE OR THE CIALDINI APP IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, THE CIALDINI APP, AND ANY SERVICES, ITEMS, OR MATERIALS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE OR THE CIALDINI APP. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, THE CIALDINI APP OR ANY SERVICES, ITEMS, OR MATERIALS OBTAINED THROUGH THE WEBSITE 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 WEBSITE, THE CIALDINI APP, OR ANY SERVICES, ITEMS, OR MATERIALS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
9.4. TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY 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.
9.5. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
10. LIMITATION OF LIABILITY
10.1 TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE COMPANY AND ITS SUBSIDIARIES AND AFFILIATES, AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED USD$ 1,000.
10.2. The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct.
10.3. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
11.1. You agree to defend, indemnify, and hold harmless the Company, 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 this User Policy or your use of the Cialdini App other than as expressly authorized in this User Policy, or your use of any information obtained from the Cialdini App.
12. APPLICABLE LAW AND JURISDICTION
12.1 All matters relating to the Cialdini App and this User Policy, 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 New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction).
12.2. Any dispute, claim or controversy arising out of or relating to this User Policy or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in New York, New York before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures. Judgment on the Award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
12.3. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS USER POLICY OR THE CIALDINI APP MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
13. GENERAL PROVISIONS
13.1. No waiver by the Company of any term or condition set out in this User Policy 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 the Company to assert a right or provision under this User Policy shall not constitute a waiver of such right or provision.
13.2. If any provision of this User Policy 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 User Policy will continue in full force and effect.
13.4. All provisions relating to warranties (Section 9), limitations on liability (Section 10), and indemnification (Section 11) shall survive termination of this User Policy. The foregoing list shall not be interpreted to exclude other provisions which by their nature shall also be deemed to survive termination of this User Policy.13.5. All other feedback, comments, requests for technical support, and other communications relating to the Website, the Cialdini App, or our Services should be directed to: firstname.lastname@example.org