THANK YOU FOR YOUR INTEREST IN SMARTER COLLABORATION INTERNATIONAL.  PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY, AS THEY MAY HAVE CHANGED SINCE YOUR LAST VISIT TO OUR WEBSITE.  BY ACCESSING, USING OR BROWSING THIS WEBSITE OR PURCHASING ANY PRODUCTS OR SERVICES PROVIDED THROUGH THE WEBSITE IN ANY WAY, YOU (OR THE ENTITY YOU REPRESENT) ACCEPT AND AGREE TO AND ARE BOUND BY THESE TERMS AND CONDITIONS.  If you do not agree to these Terms and Conditions, you may not access or otherwise use this website.

 

Smarter Collaboration International, Inc. (“SCI”, “we” or “us”) publishes, maintains and makes available this website as a service to our customers, potential customers, and other interested parties.  Please visit us frequently, browse our pages, purchase, and download materials subject to the terms and conditions set out below.

 

The following Terms and Conditions, and any changes hereto that we may publish from time to time (the “Terms and Conditions”), govern your use of this website with a front page at the smartercollaboration.com domain name, along with all related blogs and affiliated Web pages and social media sites (collectively, the “Site”) and your use and receipt of any and all products, services and resources offered, enabled or provided to you by SCI via the Site.

 

We may change the Terms and Conditions from time to time and at any time, in our sole discretion and without notice to you, by posting such changes on the Site.  Your continued access or use of the Site constitutes your acceptance of the changes.  Your access and use of the Site will be subject to the most current version of the Terms and Conditions and any other guidelines and rules posted on the Site at the time of such use.  If you breach any of the Terms and Conditions, your authorization to access or use the Site may be terminated. 

​

If you do not agree to any of these Terms and Conditions, please do not use the Site and exit now.  If you are a registered user of the Site and/or SCI’s associated interactive services platform, you additionally agree to abide by the provisions of SCI’s End User License Agreement as well as any applicable separate Master Services Agreement.  You agree that should you fail to comply with these Terms and Conditions or the End User License Agreement, or any applicable Master Services Agreement, in any way, SCI reserves the right to revoke your registered user status and/or disable or block your access to the Site at its sole discretion and without prior notice to you.

 

 

1. Use of Website and Its Content

 

We may alter, suspend, or discontinue this Site in whole or in part, at any time and for any reason, without notice or cost. The Site may periodically become unavailable due to maintenance or malfunction of computer equipment or for other reasons.

 

No part of this Site may be reproduced or transmitted in any form, by any means, electronic or mechanical, including photocopying and recording, except that we authorize you for personal, non-commercial use only to view, copy, download, and print posted documents (such as newsletters, white papers, product descriptions, prices, forms and FAQs) that are available on this Site, subject to the following conditions:

 

1.  The documents may be used solely for internal information purposes.

 

2.  The documents may not be modified.

 

3.  Copyright, trademark, and other proprietary notices may not be removed.

 

Nothing contained on this Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use this Site or any documents displayed on this Site, through the use of framing or otherwise, except:  (a) as expressly permitted by these Terms and Conditions; or (b) with our prior written permission or the permission of such third party that may own the trademark or copyright of material displayed on this Site.

 

By using this Site, you agree to indemnify, hold harmless and defend SCI and its officers, directors, employees, successors, agents, subsidiaries, partners, contractors, vendors, distributors, representatives and affiliates from any claims, damages, losses, liabilities, and all costs and expenses of defense, including but not limited to, attorneys’ fees, resulting directly or indirectly from a claim (including without limitation, claims made by third parties for infringement of intellectual property rights) by a third party that arises in connection with your use of this Site.  You agree to cooperate as fully as reasonably required in the defense of any claim.  SCI reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.

 

 

2. Intellectual Property Rights

 

The Site, including its “look and feel” (e.g., text, graphics, images, logos), content and other material, are protected under copyright, trademark and other laws. Unless otherwise noted, all text and images contained on this Site are the property of SCI and/or its affiliates, subsidiaries, vendors or licensors, and are protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions and other intellectual property laws. You acknowledge and agree that SCI owns all right, title and interest in and to the Site, and of all copyright, trade secret, patent, trademark and other intellectual property rights in and to the Site and SCI’s products, services and materials offered therein (including any modifications or improvements made thereto), and you shall have no title or licenses to or ownership of the Site or any such products, services and materials, or any copies or modifications or improvements, or to or under any of SCI’s copyrights, patents, patent applications, copyrights, trade secrets, trademarks or other intellectual property rights, but you have only a right of limited access and use rights as expressly set forth in these Terms and Conditions.

 

Our graphics, logos, page headers, icons, scripts, product and service names, and other components of our Site and related materials are trademarks or trade dress of SCI.  SCI’s trademarks or trade dress may not be used in connection with any product or service that is not SCI’s, in any manner that is likely to cause confusion among customers, vendors, shoppers, or any other party, or in any manner that disparages or discredits SCI.

 

 

3. Accuracy of Content; Future Modifications to Site

 

The information on this Site is believed to be complete and reliable; however, the information may contain typographical errors, pricing errors, and other errors or inaccuracies.  Errors will be corrected as soon as practicable.  We reserve the right to:  (i) revoke any stated offer; (ii) correct any errors, inaccuracies or omission; and (iii) make changes to prices, content, promotion offers, product descriptions or specifications, or other information without obligation to issue any notice of such changes (including after an order has been submitted, acknowledged or received). 

 

4. Prohibited Conduct

 

You agree to use this Site only for lawful purposes.  Notwithstanding any other rights or restrictions in these Terms and Conditions, you may not use this Site to:  (1) transmit via or through the site any information, data, text, images, files, links, or software except in connection with your authorized use of this Site or otherwise in response to specific requests for information by us; (2) introduce viruses, worms, Trojan horses and/or harmful code on the Internet; (3) obtain unauthorized access to any computer system; (4) impersonate any other person, including but not limited to, a registered user of this Site or an SCI employee; (5) invade the privacy or violate any personal or proprietary right (including intellectual property rights) of any person or entity; (6) misrepresent the identity of a user; (7) tamper with or obtain access to this Site or any component of this Site; (8) conduct fraudulent activities; or (9) collect or harvest information regarding other users of the Site for any reason whatsoever, including, without limitation, for sending such users unsolicited commercial e-mail.

 

We may disclose any content, electronic communication, evidence or potential evidence of any kind (i) to satisfy any law, regulation, or government request; (ii) if such disclosure is necessary or appropriate to operate SCI; (iii) to protect the rights or property of DCI, its affiliates, subsidiaries, you or others; (iv) to prevent fraud; (v) for credit risk reduction; and (vi) to enforce or apply these Terms and Conditions.  Please see the Privacy Policy posted on this Site for more information about how we may disclose information.

 

 

 

5. Account and Password

 

SCI may make certain products, services and additional materials available to you following your completion of a registration process used to set up your account and generate a user name and password. Please refer to our Privacy Policy posted on the Site for our policies on the collection and usage of your personal information, whether collected via the registration of an account, or by your submission of information with respect to the purchase of products and services on the Site, including names, addresses, email addresses, phone numbers and credit card information. All required registration information that you provide must be current, complete and accurate and kept up to date on a prompt, timely basis.  You are responsible for maintaining the strict confidentiality of your account password, and by setting up an account you accept all risks of unauthorized access to such information.  You shall be responsible for any access to or use of the Site by any person or entity using the password provided, whether or not such access or use has been authorized by or on behalf of you, and whether or not such person or entity is your employee or agent. You agree to (a) immediately notify SCI of any unauthorized use of your password or account or any other breach of security, (b) take any reasonable steps within your control to prevent any further unauthorized use or breach, and (c) exit from your account at the end of each session. It is your sole responsibility to control the dissemination and use of your password, control access to and use of your account.  SCI will not be responsible or liable for any loss or damage arising from your failure to comply with this provision.  

 

 

6. Fraud

 

SCI actively reports and prosecutes actual and suspected credit card fraud.

 

We may require further authorization from you such as a telephone confirmation of your order and/or other information.  Our decision to require further authorization is at our discretion.  SCI reserves the right to cancel, delay, refuse to provide, or recall any order if fraud is suspected. 

 

SCI captures certain information during the order process, including time, date, IP address, and other information that will be used to locate and identify individuals committing fraud.  If any SCI order is suspected to be fraudulent, all records will be submitted with or without a subpoena to all law enforcement agencies and to the credit card company for fraud investigation.  SCI will cooperate with authorities to prosecute offenders to the full extent of the law.  Please see the Privacy Policy posted on this Site for more information about how we capture and use information.

 

 

7. Copyright Infringement; Notice and Take Down Procedures

 

If you believe that any materials on this Site infringe your copyright, you may request that they be removed.  This request must bear a signature (or electronic equivalent) of the copyright holder or an authorized representative and must: (1) identify the allegedly infringing materials; (2) indicate where an authorized version can be obtained; (3) provide your name and contact information; (4) state that you have a good faith belief that the materials are infringing; (5) state that the information in your claim is accurate; and (6) indicate that “under penalty of perjury” you are the lawful copyright owner or are authorized to act on the owner’s behalf.  Our contact for copyright issues relating to the Site is: Copyright Agent, Smarter Collaboration International, Inc., 61 Park Avenue, Newton, MA 02458, info@smartercollaboration.com. 

 

 

8. Disclaimer of Warranties

 

THE SITE, INCLUDING, WITHOUT LIMITATION, ALL TEXT, IMAGES, CONTENT, FUNCTIONS AND MATERIALS PROVIDED IN CONNECTION WITH THE SITE, IS PROVIDED BY SCI “AS IS,” “AS AVAILABLE”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, SCI MAKES NO WARRANTIES OR REPRESENTATIONS REGARDING THE INFORMATION, DATA, DATA PROCESSING, CONTENT, UPTIME, AVAILABILITY, ACCURACY, SECURITY, USEFULNESS OR UNINTERRUPTED ACCESS OF OR TO THE SITE. SCI HEREBY DISCLAIMS ANY AND ALL SUCH WARRANTIES.

 

SCI HEREBY DISCLAIMS, AND YOU HEREBY WAIVE, ANY AND ALL WARRANTIES AND REPRESENTATIONS MADE IN PRODUCT LITERATURE, FREQUENTLY ASKED QUESTIONS DOCUMENTS, BLOG POSTS AND OTHERWISE ON THE SITE OR IN CORRESPONDENCE WITH SCI OR ITS AFFILIATES, EMPLOYEES OR CONTRACTORS.

 

YOU ACKNOWLEDGE AND AGREE THAT SCI SHALL PROVIDE ITS PRODUCTS AND SERVICES “AS IS” AND THAT YOU ASSUME ALL RISKS ASSOCIATED WITH YOUR RECEIPT OR USE OF ANY SUCH PRODUCTS AND SERVICES. SCI EXPRESSLY DISCLAIMS, AND YOU HEREBY EXPRESSLY WAIVE, ALL WARRANTIES EXPRESS OR IMPLIED, AND ALL WARRANTIES, DUTIES AND OBLIGATIONS IMPLIED IN LAW, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT, AND ALL LIABILITIES OR OBLIGATIONS OF SCI FOR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE PROVISION OR USE OF ANY PRODUCTS OR SERVICES OFFERED OR PROVIDED THROUGH THE SITE.  THE PARTIES AGREE THAT THE FAILURE OF ANY PRODUCTS OR SERVICES TO CONFORM WITH ANY APPLICABLE DESCRIPTIONS SHALL NOT BE CONSIDERED A FAILURE OF THE ESSENTIAL PURPOSE OF THE REMEDIES CONTAINED HEREIN.

 

WE MAKE NO WARRANTY THAT THE SITE OR ANY PRODUCTS OR SERVICES OFFERED OR PROVIDED THROUGH THE SITE WILL MEET ANY USER’S EXPECTATIONS, REQUIREMENTS OR NEEDS. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR ON OR THROUGH THE SITE OR ANY SUCH PRODUCTS OR SERVICES SHALL CREATE ANY WARRANTY OR REPRESENTATION.

 

IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE.

 

SCI DOES NOT WARRANT THAT (I) THE SITE OR INFORMATION CONTAINED HEREIN IS ACCURATE OR THAT ANY GENERAL OR PARTICULAR OR CORRECT RESULT CAN OR WILL BE ACHIEVED FROM YOUR APPLICATION OR USE THEREOF, OR (II) ANY DEFECTS OR ERRORS IN THE SITE WILL OR CAN BE CORRECTED. THE SITE MAY BE OUT OF DATE AND SCI MAKES NO COMMITMENT TO UPDATE THE SITE.

 

THE USE OF THE SITE OR ANY PRODUCTS OR SERVICES OFFERED OR PROVIDED THROUGH THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE OR HARM THAT RESULTS FROM SUCH ACTIVITIES. 

 

SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.  TO THE EXTENT PERMISSIBLE, ANY IMPLIED WARRANTIES ARE LIMITED TO SIXTY (60) DAYS.

 

9. Limitation of Liability

 

IN NO EVENT SHALL SCI OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, AFFILIATES OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE BE LIABLE TO ANY USER OF THE SITE OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA OR LOSS OF USE) ARISING OUT OF THE USE OR INABILITY TO USE THE SITE OR ANY INFORMATION CONTAINED THEREON, WHETHER BASED UPON WARRANTY, CONTRACT, TORT, OR OTHERWISE, EVEN IF SCI HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. 

 

IN NO EVENT SHALL SCI’S TOTAL LIABILITY (OR THE TOTAL LIABILITY OF ANY THIRD PARTY PROVIDING INFORMATION ON THIS SITE) TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION RESULTING FROM YOUR USE OF THIS SITE, WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EXCEED VALUE OF ALL PRODUCTS AND SERVICES PURCHASED BY YOU ON THIS SITE.

 

You hereby acknowledge that the preceding paragraph shall apply to all content, products and services available through the Site.  Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, in such states liability is limited to the fullest extent permitted by law.

 

 

10. Privacy Issues

 

We are concerned about privacy matters for our customers.  Please review our Privacy Policy, which also governs your visit to our Site.

 

 

11. Submission of Ideas, Comments and Questions

 

We welcome your feedback about our Site and its contents.  However, any comments, ideas, notes, messages, suggestions or other communications (collectively, “Submissions”) shall be and remain the exclusive property of SCI. As such, we will own exclusively all such rights, titles and interests and shall not be limited in any way in use, commercial or otherwise, of any Submissions.  UNDER NO CIRCUMSTANCES SHALL ANY DISCLOSURE OF ANY SUBMISSION TO SCIBE SUBJECT TO ANY OBLIGATION OF CONFIDENTIALITY OR EXPECTATION OF COMPENSATION.  BY SUBMITTING THE SUBMISSION TO SCI, YOU ARE WAIVING ANY AND ALL RIGHTS THAT YOU MAY HAVE IN THE SUBMISSION AND YOU AGREE THAT ANY SUBMISSIONS BY YOU WILL NOT VIOLATE ANY RIGHT OF ANY THIRD PARTY, INCLUDING COPYRIGHT TRADEMARK, PRIVACY OR OTHER PERSONAL OR PROPRIETARY RIGHTS.  YOU ALSO AGREE THAT NO SUBMISSION BY YOU WILL BE OR CONTAIN LIBELOUS OR OTHERWISE UNLAWFUL, ABUSIVE OR OBSCENE MATERIAL.  YOU ARE AND SHALL REMAIN SOLELY RESPONSIBLE FOR THE CONTENT OF ANY SUBMISSIONS YOU MAKE.  YOU REPRESENT AND WARRANT TO SCI THAT SCI IS FREE TO IMPLEMENT THE SUBMISSION IF IT SO DESIRES, AS PROVIDED OR AS MODIFIED BY SCI, WITHOUT OBTAINING PERMISSION OR LICENSE FROM ANY THIRD PARTY.

 

 

12. Links to Third-Party Websites

 

This Site may contain advertisements and promotions offered by third parties and links to other non-SCI websites or resources.  These links are provided to you as a convenience, and you access them at your own risk.  You acknowledge and agree that we are not responsible for the availability of such external websites or resources, and do not endorse and are not responsible or liable for any content, information, statements, advertising, goods or services, or other materials on or available from such websites or resources. Any outside website accessed from our Site is independent from SCI, and we have no control over the content of such websites. You further acknowledge and agree that SCI shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of, or reliance upon, any such content, information, statements, advertising, goods or services or other materials available on or through any such website or resource.

 

 

13. No Implied Endorsements

 

In no event shall any reference to any third party or third party product or service be construed as an approval or endorsement by us of that third party or of any product or service provided by a third party.  Likewise, a link to any non-SCI website does not imply that we endorse or accept any responsibility for the content or use of such a website.

 

 

14. Termination of Use

 

SCI may, in our sole discretion, terminate or suspend your use or access to all or part of the Site, for any reason, including without limitation, breach of these Terms and Conditions.  If at any time, we notify you that your access to and/or use of the Site is terminated, you must cease and desist from all such access and/or use immediately.  In the event these Terms and Conditions are terminated, the restrictions regarding intellectual property matters, the representations and warranties, indemnities, and limitations of liabilities set forth herein (as well as any other of your obligations which by their nature should survive termination) will survive termination.

 

 

15. Force Majeure

 

SCI shall not be liable to you for any delay or failure to provide any products or services or perform any other obligations due to causes beyond its reasonable control, including, without limitation, acts of God, fire, storm, flood, drought, epidemic, pandemic, failure or default of public utilities or common carriers, accidents, earthquakes, acts of the public enemy, war, civil commotion, terrorism, rebellion, insurrection, riot, invasion, labor disturbances, strike or lockout. Performance times shall be considered extended for a period of time equivalent to the time lost because of such delay. Without limiting the foregoing, SCI’s time of performance shall be lengthened, if and to the extent reasonably necessary, in the event that you fail to provide information or materials as requested by SCI on a timely basis.

 

 

16. Jurisdictional Issues

 

We make no representation that information on this Site is appropriate or available for use outside the United States.  Those who choose to access this Site from outside the United States do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

 

 

17. Enforcement of Terms and Conditions

 

These Terms and Conditions and any dispute of any sort that might arise between you and SCI or its affiliates or subsidiaries will be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles, as it is applied to agreements entered into and performed therein, and excluding (i) the United Nations Convention on Contracts for the International Sale of Goods; and (ii) the 1974 convention on the Limitation Period in the International Sale of Goods; and (iii) the Protocol amending the 1974 Convention, done at Vienna April 11, 1980. 

 

Any action brought to enforce these Terms and Conditions or disputed matters related to the Site shall be governed exclusively and finally by arbitration, provided, however, that notwithstanding anything contained in these Terms and Conditions to the contrary, SCI shall have the right to institute judicial proceedings against you or anyone acting by, through or under you, in order to enforce SCI’s rights hereunder through reformation of contract, specific performance, injunction or similar equitable relief.  Such arbitration shall be conducted by the American Arbitration Association (“AAA”) in Boston, Massachusetts, and shall be initiated and conducted in accordance with the Commercial Arbitration Rules of the AAA, as such rules shall be in effect on the date of a delivery of a demand for arbitration.  The arbitration shall be conducted by a single independent arbitrator (the “Arbitrator”) to be selected by SCI, or otherwise as designated by the AAA.  In any event, the Arbitrator shall be independent and without any economic or financial interest of any kind in the outcome of the arbitration.  Any award by the Arbitrator shall be final, binding and non-appealable, and judgment upon such award may be entered by any court of competent jurisdiction.   Each party shall pay the fees of its own attorneys, expenses of witnesses and all other expenses and costs in connection with the arbitration proceedings.  You consent to such arbitration as the method of dispute resolution and irrevocably waive any objection which you may now or hereafter have to the bringing of any such matters before any court.  Any demand for arbitration you may have with respect to use of the Site must be commenced within one (1) year after the facts underlying the matter arise.

 

 

18. Severability; Modifications

 

If any part of these Terms and Conditions is held to be unlawful, void, or unenforceable, that part will be deemed severable and shall not affect the validity and enforceability of the remaining provisions.

 

We reserve the right to make changes to the Site and our policies and promotions at any time.

 

 

19. Users/Participants

 

We do not discriminate on the basis of age, race, national origin, gender, sexual orientation or religion.

 

No person under the age of 18 should use the Site without the consent of their parent or legal guardian.  We strongly encourage all parents and guardians to monitor the Internet use of their children.  Use of the Site by any user shall be deemed to be a representation that the user is 18 years or older.  We require that all purchases be made either (i) by individuals 18 years of age or older, or (ii) give verifiable permission for such minors to purchase items on the Site and for collection by us of certain information in accordance with the terms of our Privacy Policy.

 

 

20. Entire Agreement

 

These Terms and Conditions, along with the Privacy Policy and any applicable End User License Agreement and Master Services Agreement, constitute the entire agreement between the parties relating to the subject matter herein.  We may, at our sole discretion and without notice, revise these terms at any time by updating this posting.

 

 

21. For Additional Information

 

If you have any question about these Terms and Conditions, please contact info@smartercollaboration.com.

​