TERMS OF USE
Date Last Updated: May 2022
These Terms of Use (“TOU”) set forth the legal terms of use governing your use of the Global Cities website (“Website”), located at www.globalcities.org. The services and Website are collectively referred to as the Services (“Services”). By continuing to access, link to, or use this Website, including but not limited to text, content, photographs, video, audio and graphics, and services, and by using our Services, you agree to the TOU.
Please read the TOU carefully. Global Cities, Inc. (as defined below) (“Global Cities” or “we” or “us” or “our”) reserves the right to modify the TOU at any time, and such modifications shall be effective immediately upon posting to the Website. Please continue to review the TOU whenever accessing, linking to, or using this Website. Your access, linking to, or use of the Website, or any service on this Website, after the posting of modifications to the TOU will constitute your acceptance of the TOU, as modified. If, at any time, you do not wish to accept the TOU, you should stop accessing or linking to the Website and should not register for our Services.
General
The TOU and any other terms and conditions of service on the Service, and its successor, constitute the entire agreement between you and us and govern your use of the Service. The section titles in the TOU are used solely for the convenience of you and us and have no legal or contractual significance. Our failure to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions of the TOU will remain in force.
Parties/Third-Party Beneficiaries
You recognize that we and our affiliated entities, partners, and suppliers and their affiliated entities (together, the “Covered Entities”), each have rights with respect to the Service, including the information and other items provided by us and the Covered Entities by reason of your use of the Service. The TOU shall be for the benefit of the Covered Entities and the respective affiliates, successors, assigns, officers, directors, employees, suppliers, and representatives of the Covered Entities.
Use and Restrictions
References to “you” mean the user of the Service individually (unless otherwise stated on the Service or on the TOU) and, if applicable, any entity that or individual who is the employer of the user or for whom the user acts as an agent (“employer”). You represent, warrant, and covenant that you are authorized by your employer to use the Service. When using the Service, you shall not impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity.
You represent, warrant, and covenant that you are (i) at least eighteen (18) years old or have reached the age of majority in your jurisdiction; and (ii) shall use the Service only as set forth in this TOU. If you have not reached the age of majority in your jurisdiction, you may only use the Services if your parent or guardian consents to your use of the Services, assumes the obligations provided in the TOU (including the Privacy Policy found at www.globalcities.org/privacy-policy and assumes full responsibility for your use of the Site.
You agree to comply with any other applicable terms and conditions of use set forth on the Service. You acquire absolutely no rights or licenses in or to the Service or materials contained within the Service other than the limited right for you to access and use the Service in accordance with the TOU.
This Website is controlled and operated within the United States. We do not represent that materials in the Service are appropriate or available for use in any particular location. Those who choose to access the Service do so on their own initiative and are responsible for compliance with all applicable laws.
You may not use the Service for any illegal purpose, to facilitate the violation of any law or regulation, or in a manner inconsistent with this TOU. You agree that your use of the Service is solely for your own personal, non-commercial purposes and benefit and, if applicable, for your employer’s own non-commercial purposes and benefit. You may not copy, reproduce, recompile, decompile, disassemble, reverse engineer, distribute, publish, display, perform, modify, upload to, create derivative works from, transmit, download, or in any way exploit any part of the Service, except as set forth in the TOU or as explicitly specified in the Service. You may download material from the Service and/or make a reasonable number of copies of the material from the Service for your own, personal non-commercial use and benefit and if applicable, your employer’s own non-commercial purposes and benefit, provided that you retain all copyright and other proprietary notices. The Service and the information contained therein may not be used to construct a database of any kind. Nor may the Service be stored (in its entirety or in any party) in databases for access by you or any third party to distribute any database services containing all or part of the Service.
You may not access, monitor, or copy any content or information on the Service using any robot, spider, scraper, web crawler, or other automated means or any similar manual process. You may not violate the restrictions in any robot exclusion headers on the Service, if any, or bypass or circumvent other measures employed to prevent or limit access to the Service. You may not violate the security of this Service or attempt to gain unauthorized access to the Service or computer systems or networks connected to the Service through any means.
You will not use the Service or the information contained therein in unsolicited mailings or spam material. You will not use Global Cities trademarks, trade names, service marks, copyrights, or logos in unsolicited mailings or spam material. You will not spam or send unsolicited mailings to any person or entity using the Service. You may use the sharing functions solely to inform others about content on this Website, and you shall immediately cease using these functions with regard to recipients who have requested not to receive such information. When using the Service, you shall remain friendly and civil and treat all users and recipients with respect and sincerity.
Electronic Communications
When you visit this Website and when you communicate with us electronically, you consent to receive communications from us electronically and to electronically sign documents. You agree that all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You agree that you have the ability to store such electronic communications such that they remain accessible to you in an unchanged form. We will retain a copy of any agreement or document you sign electronically, including through this Website, and you are responsible for retaining a copy of any agreement or document you sign electronically, including through this Website.
Site Contributions
You may be given the opportunity to submit, post, upload, or otherwise make available materials, including but not limited to photographs, comments, information, text, video, feedback, creative ideas, suggestions, or other materials (collectively, the “Site Contributions”). When using the Service, including but not limited to the sharing functions, you shall not send, submit, upload, post, or other otherwise make available any material that (a) infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; (b) is unlawful, harassing, libelous, slanderous, offensive, obscene, hateful, pornographic, violent, insulting, threatening, abusive, misleading, deceptive, or racially, ethnically, or otherwise objectionable; (c) contains any commercial, promotional, or solicitation information; (d) contains software viruses, worms, or any other harmful, invasive, or corrupted files, including but not limited to those designed to interrupt, destroy, or limit the functionality of any computer; or (e) contains personally identifiable information of another person.
You hereby grant Global Cities and its affiliates, partners, and representatives a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, copy, and display any Site Contribution, in whole or in part, throughout the world in any form, media, or technology now known or hereafter developed, including all promotion, marketing, publicity, and any other uses thereof, without notice or attribution to you or any other entity or person and without obtaining any further permission or license or making any payment whatsoever, and you acknowledge that Global Cities has no obligation to use your Site Contributions. You grant Global Cities and its affiliates, partners, representatives, and sublicensees the right to use the name, voice, and/or likeness that you submit in connection with such Site Contributions and all intellectual property and other proprietary rights included in the Site Contributions.
You represent and warrant that you own or otherwise control all of the rights to the Site Contributions, and that you have a valid and enforceable license from all creators of such materials, including you, and all persons identified in your Site Contribution to use and sublicense such materials herein; that the Site Contributions are truthful and accurate; and that use of the material you supply does not violate the TOU and will not cause injury to any person or entity. You represent and warrant that you will indemnify Global Cities and its partners, suppliers, and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns for all claims resulting from the Site Contributions. You hereby waive all copyright, trademark, right of publicity or privacy, and all other claims or causes of action against Global Cities and its partners, suppliers, and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns. We take no responsibility and assume no liability for any Site Contribution by you or any third party. You agree that any physical copy of your Site Contribution shall be deemed, and shall remain, the property of Global Cities. You agree that you shall not be entitled for any reason to terminate or rescind this license and release, nor to enjoin, restrain, or otherwise impair the exercise of any rights and privileges granted hereunder.
Global Cities retains the right, which we may or may not exercise in our sole discretion, to review, edit, or delete any material submitted which we, in our sole discretion, deem illegal, offensive, abusive, in violation of the TOU, or otherwise inappropriate or unacceptable. Any material you submit to this Service or to Global Cities or its representatives and partners is not confidential or proprietary, and Global Cities and its representatives and partners shall be under no obligation to maintain the confidentiality of any content you submit. If you choose to make Site Contributions, please be aware that the information will be made available to other users of the site.
Intellectual Property
The Service is protected by copyrights, trademarks, service marks, international treaties, and/or other proprietary rights and laws of the U.S. and other countries. The Service is also protected as a collective work or compilation under U.S. copyright and other laws and treaties. All individual articles, columns and other elements making up the Service are also copyrighted works. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Service. You acknowledge that the Service has been developed, compiled, prepared, revised, selected, and arranged by us and others, including, but not limited to third party contributors (collectively, the “Contributors”), through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitutes valuable intellectual property of the Contributors. You agree to protect the proprietary rights of the Contributors in the Service during and after the term of this agreement and to comply with all reasonable written requests made by the Contributors or their partners, suppliers, or licensors, to protect the Contributors’ contractual, statutory, and common law rights in the Service.
You agree to notify us in writing at DMCAInquiries@globalcities.org promptly upon becoming aware of any unauthorized access or use of the Service by any individual or entity or of any claim that the Service infringes upon any copyright, trademark, or other contractual, statutory, or common law rights. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including rights in and to all applications and registrations relating to the Service (the “Intellectual Property Rights”) shall, as between you and Global Cities, at all times be and remain the sole and exclusive property of Global Cities or our licensors. All present and future rights in and title to the Service (including the right to exploit the Service and any portions of the Service over any present or future technology) are reserved to Global Cities for its exclusive use.
Trademarks
You may not use any of our trademarks, trade names, service marks, copyrights, or logos, or our licensors’, the Covered Entities’, or their licensors’ trademarks, trade names, service marks, copyrights, or logos, including without limitation, “Global Cities, Inc.” and “Global Scholars”, in any manner which creates the impression that such items (i) belong to or are associated with you or indicate the sponsorship or approval of us, our licensors, any Covered Entity, or their licensors; or (ii) except as otherwise provided herein, are used with our, our licensors’, the Covered Entities’, or their licensors’ consent, and you acknowledge that you have no ownership rights in or to any of such items.
Account Registration
As part of the registration process, if any, which may be necessary to obtain access to parts of the Service, certain registration information will be provided to us. You represent that your registration information and any other information that you provide to us is accurate and truthful. You shall promptly update the registration information through the Service or as otherwise directed by us in order to keep such information true, accurate, and up to date. Each registration is for a single user only. You agree that creation of your account may be denied based on the inability to verify the authenticity of your registration information. A login, such as a unique username and password (the “Login”) will be created and may be used by you to gain access to the applicable portions of the Service only for so long as you are authorized to access and use the Service in accordance with the TOU. You agree to treat the Login as confidential and not to disclose the Login, or any part of it, either directly or indirectly, to any person. You shall not use a Login that we, in our sole discretion, deem offensive or inappropriate. You are fully responsible for all usage and activity of the Service by you, including, but not limited to, any use of the Login. Only you may access the Service through the Login and access may not be shared with any other person. Access to the Service may not be used in any manner that is inconsistent with the TOU. You agree to maintain only one account with the Service at any time and certify that you currently have no other account(s) with the Service. You understand and agree that you have no ownership rights in your account. You understand and agree that, if you cancel your account, we and third parties may retain copies of information provided by you.
Security
You agree (i) to notify us immediately at DMCAInquiries@globalcities.org of any known or suspected unauthorized use(s) of the Service, or any known or suspected breach of security, including but not limited to, loss, theft, or unauthorized disclosure of a Login; and (ii) to exit the Services properly at the end of each session. If a device on which the Service is accessed is sold or transferred to another party, you agree to delete all cookies and software files obtained by or through use of the Service that are stored on such device. Notwithstanding anything else herein, we reserve the right to pursue any and all claims against you and any person or entity using your Login. We may require you to change your Login. We reserve the right to suspend your account.
WE SHALL NOT BE LIABLE TO YOU OR ANY THIRD PERSON OR ENTITY FOR ANY LOSS OR DAMAGE ARISING FROM YOUR FAILURE TO COMPLY WITH THESE REQUIREMENTS.
We reserve the right to periodically audit and monitor (physically or electronically) the use of the Service to ensure compliance with the TOU and to maintain and improve the provision of the Service.
Linking and Framing
You may not frame this Website or any portion or page of this Website. You may not archive, cache, or mirror any page or portion of a page of this Website. You may not include a link(s) on your website to this Website, or any page or portion of the Website, without our written permission. To request permission to link to this Website, please contact DMCAInquiries@globalcities.org. If you receive permission to link to this Website, you may not link to this Website from any website containing inappropriate, profane, defamatory, infringing, obscene, indecent, or unlawful topics, names, or material or information that violates any applicable intellectual property, proprietary, privacy, or publicity rights. If you link to this Website, you may not portray any person or subject in a false or misleading light. In addition, you may not imply that we and/or our suppliers are endorsing your products or services. Any violation of this provision may, in our discretion, result in termination of your access to and use of this Website effective immediately.
Indemnification
You agree, at your own expense, to indemnify, defend and hold us and our partners, suppliers, and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns against any claim, suit, action, or other proceeding, from and against any and all claims, damages, liabilities, costs, and expenses, including reasonable attorney’s and expert’s fees, arising out of or in connection with the Service, or any links on the Service, including, but not limited: (i) any breach or violation of the TOU by you or someone using your computer; (ii) material entered into or transmitted through the Service with the use of your computer; (iii) your use or someone using your computer’s use of the Service; (iv) a claim that any use of the Service by you or someone using your computer infringes any Intellectual Property Right of any third party, or any right of privacy or publicity, is libelous or defamatory, or otherwise results in injury or damage to any third party; or (v) any deletions, additions, insertions or alterations to, or any unauthorized use of, the Service by you or someone using your computer. You agree to pay any and all costs, damages, and expenses, including, but not limited to, reasonable attorneys’ fees and costs awarded against or otherwise incurred by or in connection with or arising from any such claim, suit, action, or proceeding attributable to any such claim. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with us in asserting any available defense.
DISLAIMER OF WARRANTIES/LIMITATIONS OF LIABILITY
YOU AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK AND ACKNOWLEDGE THAT ALL INFORMATION CONTAINED IN THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” AND THAT WE MAKE NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE SERVICE, INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, NON- INFRINGEMENT, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE OR USE.
We do not warrant that the Service is compatible with your equipment or that the Service, or e-mail sent by us or our representative, is free of errors or viruses, worms or “Trojan horses,” or any other harmful, invasive, or corrupted files, and are not liable for any damage you may suffer as a result of such destructive features. You agree that we and our partners, suppliers, and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns shall have no responsibility or liability for: (i) any injury or damages, whether caused by our negligence or that of our partners, suppliers, and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns or otherwise arising in connection with the Service and shall not be liable for any lost profits, losses, punitive, incidental, or consequential damages, or any claim against us; or (ii) any fault, inaccuracy, omission, delay, or any other failure in the Service caused by your computer equipment or arising from your use of the Service on such equipment.
The content of other websites, services, goods, or advertisements that may be linked to or from the Service is not maintained or controlled by us. We are therefore not responsible for the availability, content, or accuracy of other websites, services, or goods that may be linked to or from the Service. We do not: (a) make any warranty, express or implied, with respect to the use of the links provided on, or to, the Service; (b) verify or guarantee the accuracy, completeness, usefulness or adequacy of any other websites, services, or goods, that may be linked to or from the Service; or (c) make any endorsement, express or implied, of any other websites, services, or goods, that may be linked to or from the Service. You agree to access these other websites, services, goods, or advertisements at your own risk. For the avoidance of doubt, this paragraph covers websites linked to or from the Service. Any statements, opinions, or other information made available by third parties, including users, are solely those of the respective author(s) or distributor(s).
WE DISCLAIM ANY AND ALL LIABILITY, INCLUDING ANY EXPRESS OR IMPLIED WARRANTIES, WHETHER ORAL OR WRITTEN, FOR WEBSITE, SERVICES, GOODS, INFORMATION OR ADVERTISEMENTS THAT MAY BE LINKED TO OR FROM, OR PROVIDED THROUGH, THE WEBSITE. YOU ACKNOWLEDGE THAT NO REPRESENTATION HAS BEEN MADE BY US AS TO THE FITNESS OF THE WEBSITE, SERVICES, GOODS, OR ADVERTISEMENTS THAT MAY BE LINKED TO OR FROM THE WEBSITE.
We are also not responsible for the reliability or continued availability of the telephone lines, wireless services, communications media, and equipment you use to access the Service. You understand that we and/or suppliers to the Service may choose at any time to inhibit or prohibit their content from being accessed under the TOU, even if you have already begun participating in a particular activity or utilizing a particular feature. Anything to the contrary herein set forth notwithstanding, we and our partners, suppliers, and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns shall not, directly or indirectly, be liable, in any way, to you or any other person for any: (x) inaccuracies or errors in or omissions from the Service; (y) delays, errors, or interruptions in the transmission or delivery of the Service; or (z) loss or damage therefrom or occasioned thereby, or by any reason of nonperformance.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL WE AND OUR PARTNERS, SUPPLIERS, AND AFFILIATES AND THEIR RESPECTIVE OWNERS, MEMBERS, AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AFFILIATES, SUCCESSORS, AND ASSIGNEES BE LIABLE TO YOU OR ANY THIRD PARTY FOR DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, EVEN IF WE HAVE BEEN ADVISED SPECIFICALLY OF THE POSSIBILITY OF SUCH DAMAGES, ARISING FROM USE OF OR INABILITY TO USE THE SERVICE OR ANY LINKS OR ITEMS ON THE SERVICE OR ANY PROVISION OF THE TOU.
In the event you have a dispute with one or more users of the Website, you release us and our partners, suppliers, and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assignees from any claims, damages, liabilities, costs, and expenses, including reasonable attorney’s and expert’s fees, arising out of or in connection with such dispute.
Term and Termination
You may terminate the TOU, with or without cause and at any time, by discontinuing your use of the Service and destroying all materials obtained from the Service.
We shall have the right immediately to terminate the TOU in the event of any breach by you of the TOU. We may discontinue the Service, or change its availability to you, at any time in our sole discretion. You accept that we have the right to change the content or technical specifications of any aspect of the Service at any time in our sole discretion. You further accept that such changes may result in your being unable to access the Service.
We shall not be liable to you or any third party for the termination or suspension of the Service, or any claims related to the termination or suspension of the Service. Upon termination of the TOU by you or us, you must discontinue your use of the Service and promptly destroy all materials obtained from the Service and any copies thereof.
Governing Law
The TOU shall be governed and construed in accordance with the laws of the United States and the State of New York, without giving effect to conflicts of law principles thereof. You agree to submit to the personal jurisdiction of the state and federal courts located in New York County in the State of New York with respect to any legal proceedings that may arise in connection with the Service or from a dispute as to the interpretation or breach of the TOU and hereby waive any objection to the propriety or convenience of venue is such courts.
Assignment/Delegation
You may not assign or transfer the TOU or the rights hereunder, including but not limited to, the limited right for you to access use the Service in accordance with the TOU. We may assign the TOU to an affiliated entity, partner, or any third party. You acknowledge and agree that we may delegate certain of our responsibilities, obligations, and duties under or in connection with the TOU to an affiliated entity, partner, or any third party, which may discharge those responsibilities, obligations, and duties on behalf of us.
DMCA Takedown Notice
If you believe that any content appearing on the Website has been copied in a way that constitutes copyright infringement, please forward the following information to the Copyright Agent named below:
(1) Your name, address, telephone number, and email address;
(2) A description of the copyrighted work that you claim has been infringed;
(3) The exact URL or a description of where the alleged infringing material is located;
(4) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
(5) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; and
(6) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
The designated agent to receive notification of claimed infringement under Title II of the Digital Millennium Copyright Act is Hayden Horowitz at DMCAinquiries@globalcities.org, Global Cities, Inc., 156 West 56th Street, Suite 1004, New York, NY 10019, telephone (212) 618-6345.