MELINC.COM MEMBERSHIP AGREEMENT
This Membership Agreement (the “Agreement”) is by and between Melinc.com, LLC (“Owner”), and you (“Subscriber”). This Agreement shall be effective as of the date of electronic execution (“Effective Date”).
WHEREAS, Subscriber wishes to utilize the Services (as hereinafter defined) provided by Owner in connection with Subscriber’s organization, and Owner has agreed to provide such Services pursuant to the terms and conditions of this Agreement.
NOW, THEREFORE, the Parties hereto, for good and valuable consideration, the receipt, adequacy, and sufficiency of which are hereby acknowledged, and intending to be legally bound, hereby agree as follows:
- Registration Information: As a condition of Your use of the Services, You agree to: (a) provide Owner with true, accurate, current and complete information as prompted by the Owner’s registration forms, when registering for or using the Service; and (b) update and maintain the truthfulness, accuracy and completeness of such information.
- Privacy Policy: Member hereby acknowledges that Member’s name, title and business name may be included in Owner’s marketing and advertising materials. All other personal information will be kept confidential. This privacy policy may be modified by Owner from time to time as deemed necessary by Owner at Owner’s discretion.
- Membership Services: Membership is by invitation only. The individual membership services provided by owner to Member (“Services”) shall include:
- Two (2) private, curated peer-networking dinners per year hand selected by Owner to be held in New York and Los Angeles.
- One (1) two-hour confidential consulting session with two (2) hand-selected Melinc network members: Owner shall select consultants from the network membership whose strengths and skills match with the requesting Member’s goal for the session. A separate non-disclosure agreement shall be provided to Member prior to any such consultation.
- Two (2) cause-based dinners per year. A twenty-five dollar ($25) donation shall be made by Owner to an organization dedicated to serving that specific cause.
- Unlimited submissions to Owner’s work and job hotline.
- Monthly newsletter featuring member news (Member may submit items for consideration), curated articles, advice & tips and discounts.
- Up to three hundred dollars ($300) per year industry event voucher redeemable toward one (1) ticket at a partner conference.
- Existing members may recommend a potential member. If accepted, the new member will receive a 10% discount and the recommending member will receive a 10% discount on their next year’s fee.
- Membership Fees. Owner shall charge Member a membership fee in order to provide the Services. The membership fee is the charged for your subscription to the Services (the “Membership Fee”). For this or other reasons, the Membership Fee might be different than the amount paid by another new or existing member who purchased the same services. You acknowledge that Owner reserves the right, at any time, to modify its Membership Fees and billing methods. Membership Fees for access to the Service shall be made on an annual basis paid in advance by cash, check, credit card, debit card or PayPal. Approximately three (3) months prior to each Subsequent Term, Owner shall provide Subscriber with the Membership Fee amount and payment date for that Subsequent Term (as hereinafter defined).
- Term. The initial term (“Initial Term”) of this Agreement shall be for a period of twelve (12) months from the Effective Date and shall thereafter automatically renew under this Agreement for subsequent twelve-month (12) terms (each renewal being a “Subsequent Term”) unless either Party provides a thirty-day (30) notice of termination.
- Termination of Services. Owner may suspend, restrict or terminate Member’s use of the Services if Member breaches or fails to comply with any of the terms and conditions of this Agreement. Additionally, Owner may seek any and all other remedies available to it, including: (a) seeking injunctive relief with any court of competent jurisdiction to enjoin any breach or failure to comply with any of the terms and conditions of this Agreement; and/or (b) if damages are ascertainable, seeking damages relating to any breach or failure to comply with any of the terms and conditions of this Agreement.
- Limited License to Website: By agreeing to the terms and conditions of this Agreement, Owner grants You a limited license to access and use the Service. You acknowledge and agree that You will not access, reproduce, duplicate, copy, sell, re-sell, visit or otherwise exploit for any commercial, educational, or any other non-personal purpose the content, without the express written consent of Owner.
- Conduct: In connection with Member’s use of the Service, Member hereby represents and warrants that Member:
- is above the age of eighteen (18);
- will abide by the letter and spirit of the terms and conditions of this Agreement and all applicable local, state, national or international laws;
- will not attempt to gain unauthorized access to the Service, other user accounts, or other computer systems or networks connected to the Service;
- will not use the Service sin any manner that infringes, misappropriates or violates any third party’s rights, including, but not limited to, transmitting any material that may infringe, misappropriate or violate a third party’s rights of publicity, contractual rights, fiduciary rights or intellectual property rights;
- will not use the Services in any way that could interfere with the rights of Owner or the rights of other users of the Services;
- has sufficient rights in and to all content provided to, transmitted or otherwise conveyed to Owner in connection with the Services;
- agrees not to re-sell or assign its rights or obligations under this Agreement;
- will not reproduce, duplicate, copy, sell, re-sell or exploit any content.
- Warranty Disclaimer: You understand and agree that the service is provided on an “as is” and “as available” basis and that owner expressly disclaims all warranties of any kind, whether expressed or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose and non-infringement or any warranty that (a) the service will meet your requirements, (b) the service will be uninterrupted, timely, secure or error-free, you agree that use of the service is at your own risk.
- Limitation Of Liability.
- Member expressly understand and agree that owner will not be liable for any direct, indirect, incidental, special, punitive, compensatory, consequential or exemplary damages (even if owner has been advised of the possibility of such damages) (collectively, “Damages”), resulting from: (a) the use or inability to use the service; (c) disclosure of, unauthorized access to or alteration of your information or content; (e) statements or conduct of any third party through the service; (f) any other matter relating to the service; (g) any breach of this agreement by Owner or the failure of owner to provide the service under this agreement or (h) any other dealings or interactions you have with any service providers (or any of their representatives or agents). These limitations shall apply to the fullest extent permitted by law.
- To the extent owner is found liable for anything related to this agreement or the use of the service, Owner’s liability for Damages will not exceed the equivalent of the prorated value of membership fees over a one (1) month period).
- Member expressly acknowledge and agree that owner shall not be liable for any Damages (as defined herein and subject to the limitations set forth in this section suffered by you as a result of the failure of owner to provide services to you under this agreement or any breach of this agreement by owner. You hereby release each of the released parties from any and all Damages you may suffer as a result of the failure of owner to provide services to you under this agreement or any breach of this agreement by owner. You agree to indemnify and hold harmless each of the released parties for any and all Damages it may suffer as a result of your breach of this section. You hereby understand and agree that owner shall be solely liable for the payment of any Damages to you under this agreement.
- Indemnification: You agree to indemnify, defend and hold harmless Owner, its officers, managers, owners, employees, agents, designees, users, successors, assigns, service providers and suppliers from and against all losses, liabilities, expenses, damages, claims, demands and costs, including reasonable attorneys’ fees and court costs due to or arising from: (a) any violation of this Agreement by You; (b) the inaccurate or untruthful content or other information provided by You; or (c) any intentional or willful violation of any rights of another or harm You may have caused to another. Owner will have sole control of the defense of any such damage or claim.
- Miscellaneous
- Entire Agreement. This Agreement represents and contains the entire agreement and understanding among the parties hereto with respect to the subject matter of this Agreement, and supersedes any and all prior oral and written agreements and understandings. No representation, warranty, condition, understanding or agreement of any kind with respect to the subject matter shall be relied upon by the parties except those contained herein.
- Modification of Terms and Conditions. Owner will have the right to modify and restate the terms and conditions of this Agreement, and such modification(s) will be effective immediately upon being posted on our Website (www.melinc.com). You will receive notice if modifications to the Agreement are made. Owner will make note of the date of the last update to the Agreement on the first page of this Agreement. Member is responsible for reviewing these terms and conditions regularly. Member’s continued use of the Services after such modifications will be deemed conclusive acceptance of all modifications to this Agreement. If Member is dissatisfied as a result of such modification(s), Member’s only recourse is to immediately discontinue use of the Services.
- Waiver. The waiver by Company of any default or breach of any of the terms, covenants or conditions hereof on the part of Contractor to be kept and performed shall not be a waiver of any preceding or subsequent breach of the same or any other term, covenant or condition contained herein. No waiver, benefit, privilege, or service voluntarily given or performed by either party shall give the other any contractual right by custom, estoppel, or otherwise.
- Notices. Member hereby agrees that Owner may communicate any notices to Member under this Agreement, through electronic mail, regular mail or posting the notices on Owner’s website. All notices to Owner will be provided by either sending: (i) an email to inf@melinc.com or (ii) a letter, first class certified mail, to Melinc.com, [insert physical address], Attn: Member Services. Such notices will be deemed delivered upon the earlier of the verification of delivery or two (2) business days after being sent.
- Heirs, Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties’ respective legal heirs, successors and assigns.
- Third Party Beneficiary. This Agreement is made for the sole benefit of Company and Contractor. No other person or entity shall have any benefits, rights or remedies under or by reason of this Agreement.
- Severability. Should any portion (word, clause, phrase, sentence, paragraph or section) of this Agreement be declared void or unenforceable, such portion shall be considered independent and severable from the remainder, the validity of which shall remain unaffected.
- Choice of Law. The laws of the State of California shall govern the validity, construction, performance and effect of this Agreement.
- Attorney’s Fees. In the event any action or proceeding is commenced to enforce or interpret this Agreement. The prevailing party or parties shall be entitled to recover reasonable attorney’s fees and costs.
- In entering into this Agreement and by using the Services, Member acknowledges and represent that they have completely read the terms and conditions of this Agreement, and that those terms and conditions are fully understood and voluntarily accepted by them by clicking “AGREE” on the electronic form.YES I AGREE!