PLEASE READ THESE TERMS AND CONDITIONS OF USE (THIS “AGREEMENT”) CAREFULLY. IT IS A LEGAL AND BINDING CONTRACT BETWEEN YOU AND THE AMERICAS BUSINESS DIALOGUE. THIS AGREEMENT APPLIES TO YOUR ACCESS TO AND USE OF THIS WEB SITE AND THE CAPABILITIES AND INFORMATION MADE AVAILABLE TO YOU THROUGH ITS USE. BY CLICKING THE "I ACCEPT" BUTTON, YOU AGREE THAT YOU UNDERSTAND THIS AGREEMENT AND AGREE TO BE BOUND BY IT IN ITS ENTIRETY. IF YOU ARE REGISTERING TO USE THE AMERICAS BUSINESS DIALOGUE COMMUNITIES WEB SITE ON BEHALF OF AN ORGANIZATION OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND THE LEGAL ENTITY, AND THAT THE LEGAL ENTITY IS DULY ORGANIZED, VALIDLY EXISTING AND IN GOOD STANDING. YOU FURTHER AGREE THAT THE LEGAL ENTITY WILL BE BOUND BY AND RESPONSIBLE FOR ANY BREACH OF THIS AGREEMENT. IF YOU DO NOT AGREE WITH ANY OF THE TERMS OF THIS AGREEMENT, YOU MUST IMMEDIATELY DISCONTINUE YOUR USE OF THE AMERICAS BUSINESS DIALOGUE WEB SITE.
The Americas Business Dialogue Web Site is an electronic platform established by The Americas Business Dialogue (ABD). The ABD is a private sector led initiative facilitated by de Inter-American Development Bank. The purpose of ABD is to foster a high-level public-private policy dialogue between business and government leaders of the Americas on the region’s priority challenges, and economic growth and development. The ABD Web Site provides integrated services and assists ABD coordinators, the network of ABD chambers of commerce and member companies, and Working Group Chairs to track the implementation progress of its 42 public policies recommendations. The platform aims to facilitate communication among the stakeholders to better coordinate engagement opportunities and initiatives that support implementation of ABD’s recommendations, allowing users to post content such as events, publications, or ideas linked to a specific ABD Working Group or recommendation.
In order to access the full functionality of the Americas Business Dialogue Web Site, you must register as an Invited Registered User. If your registration is accepted, The Americas Business Dialogue Web Site has three levels of Invited Users: (i) Administrators; (ii) Semi-Administrators; (iii) Regular Invited Users. The Administrator access is provided to ABD designated Coordinators allowing these users full functionality to add, edit, or delete any content on the platform. The Semi-Administrators access is granted to Americas Business Dialogue Working Group Chairs, allowing them to upload, edit and delete events and content relevant to their specific Working Group. Regular Invited Users will also be able to post messages, reply and react to content on the newsfeed wall but will be restricted to edit or delete content posted by other users.
When applying for a User Identification, you must provide accurate and complete information. The use of pseudonyms, aliases or other devices to conceal your identity is strictly forbidden and grounds for the immediate termination of the authorization of your User Identification. You also acknowledge that you solely assume any and all liability for any Content that is posted using your User Identification, including any Submissions (as defined below), whether or not you personally post such Content. You are solely responsible for the activity that occurs through your User Identification, and you must keep your User Identification password secure. You shall notify ABD immediately of any breach of security or unauthorized use of your User Identification. You shall not use any User Identification without the permission of the relevant User. Although ABD will not be liable for your losses caused by any unauthorized use of your User Identification, you may be liable for the losses of ABD or others due to such unauthorized use. ABD will notify users about any personal information data security breach or intrusion made by third parties.
The ABD Web Site and the Services are provided for professional use only and in registering as a User, you acknowledge that the Services and any Content may not be used for personal, family, or household purposes.
The ABD Web Site and the Services are provided by ABD gratis and solely as an accommodation. ABD reserves the right to discontinue the ABD Web Site and the Services, in whole or in part, to accept or deny any Registration, and to terminate any Registration and its associated User Identification, at any time in its sole discretion for any reason or no reason.
Content provided by you is referred to as a “Submission”. You hereby grant to ABD a nonexclusive, irrevocable, worldwide, perpetual, assignable, sublicensable, transferable, royalty-free right to copy, prepare derivative works, distribute, transmit, display, publish, remove, retain, translate, analyze, reformat, edit and use (including alone and in collective works), in any way now known or in the future discovered, any Submission you provide directly or indirectly in connection with the offering by ABD Web Site and/or the Services, and to publish your name in connection with your Submission, without any further consent of or notice to you or to any third party. All of the foregoing rights are referred to as the “License”. The License includes the right of ABD to authorize Users (whether or not Registered Users) and other third parties on a royalty-free basis to copy, distribute, and otherwise exploit any Submission, including the right of Users and such other third parties to authorize the same. No compensation will be paid to you or any third party with respect to the use of your Submissions and the License as provided herein. The portion of personal data of ABD’s users shall not be considered as submissions.
You understand and agree that, in the event you choose to delete any Submission previously posted by you, (a) there can be no assurance that such Submission will cease to be accessible thereafter (whether on the ABD Web Site or otherwise) and (b) any person who has previously downloaded or otherwise copied such Submission will continue to have all rights to use such Submission as otherwise granted by you pursuant to this Agreement.
By providing any Submission to the ABD Web Site, you represent and warrant that you have all rights necessary to submit such Submission, and that the content of the Submission is accurate, not confidential, and not in violation of any contractual restrictions or other third party rights. You represent and warrant that any copyrighted material included in the Submission is either your original work of authorship or that you otherwise own or have all rights and required authorizations to grant to ABD and other Users the License and any other rights granted by you pursuant to this Agreement. You further represent and warrant that you have the financial, intellectual and human resources required to execute any proposed activities in your Submission.
You understand and agree that ABD may, but has no obligation to, monitor, review, evaluate, edit, filter or validate any Content. ABD also has no obligation to verify the identity of the persons who register on the ABD Web Site or to monitor the use of the Services. ABD will not be a party to or in any way be responsible for monitoring any interaction between you and any other User or any other third party. ABD reserves the right to reject, refuse to post or remove any Submission posted by you, or to deny, restrict, suspend or terminate your access to all or any part of the ABD Web Site or the Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. For avoidance of doubt, ABD has no obligation to store, maintain or provide you a copy of any Content other than personal data of ABD’s users, that you or other Users provide when using the Services, whether during the term of your Registration or upon or after its termination. You are solely responsible for making backup copies of your own Submissions and any electronic communications sent or received by you using the Services.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ABD HEREBY DISCLAIMS ANY AND ALL WARRANTIES WITH RESPECT TO ANY AND ALL CONTENT, FEATURES AND FUNCTIONS MADE AVAILABLE ON OR THROUGH THE ABD WEB SITE, INCLUDING WITHOUT LIMITATION ANY AND ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OF DATA AND NONINFRINGEMENT. THE ABD WEB SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. ABD IS NOT RESPONSIBLE FOR AND MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO, DELIVERY, INTEGRITY OR VISIBILITY TO THIRD PARTIES OF ANY MESSAGES OR OTHER INFORMATION SENT THROUGH THE ABD WEB SITE TO ANYONE. ABD IS NOT RESPONSIBLE FOR AND DO NOT WARRANT, GUARANTEE, RECOMMEND, OR ENDORSE, AS APPLICABLE (I) THE ACCURACY, QUALITY OR EFFECTIVENESS OF ANY CONTENT, INCLUDING ANY SUBMISSION BY ANY USER, (II) ANY TRANSLATION OF ORIGINAL CONTENT, (III) CONTENTS ACCESSIBLE THROUGH LINKS TO OTHER WEB SITES ON THE ABD WEB SITE, (IV) THE SUCCESS OF ANY PROJECT OR COLLABORATION WITH ANOTHER USER OR OTHER THIRD PARTY THAT MAY RESULT FROM A SUBMISSION OR FROM INTERACTIONS WITH OTHER USERS OR THIRD PARTIES, OR (V) THAT THE ABD WEB SITE OR THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS IN FUNCTIONING. IN PARTICULAR, THE OPERATION OF THE ABD WEB SITE AND THE SERVICES MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES. ABD DISCLAIMS ANY AND ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONING.
NO CONTENT OR OTHER MATERIALS OR INFORMATION ON OR ACCESSIBLE THROUGH THE ABD WEB SITE OR THE USE OF THE SERVICES IS INTENDED TO BE NOR SHALL BE DEEMED TO BE A SOLICITATION TO SELL OR AN OFFER TO BUY SECURITIES BY OR ON BEHALF OF ABD OR ANY OTHER PERSON OR ENTITY. TO THE EXTENT THAT THE ABD WEB SITE LINKS TO A WEB SITE THAT FACILITATES SUCH SOLICITATION, SUCH LINK IS PROVIDED FOR THE CONVENIENCE OF THE USER AND DOES NOT REPRESENT THE ENDORSEMENT OF ANY OFFER OR SOLICITATION MADE OR FACILITATED BY OR THROUGH SUCH LINKED WEB SITE.
To the extent that the Services include a means for directing communications from one User to another User or a third party, you understand and acknowledge that you use such Services at your own risk. ABD will not be liable for (a) any failure to transmit or to reach the intended destination of such communications, (b) errors in transmission, (c) interception by any person, (d) any other defect in such service, or (e) the content of any such communications.
You are responsible for all your activity on the ABD Web Site and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Services, including those related to data privacy, international communications and the transmission of technical, financial or personal data. You shall: (a) notify ABD immediately of any unauthorized use of your User Identification, any password, or any of your Registration information, or any other known or suspected breach of security; and (b) report to ABD immediately and use reasonable efforts to stop immediately any copying or distribution of Content that is known or suspected by you to infringe the intellectual property rights of any other third party or is otherwise illegal, inappropriate and/or in violation of any provision of this Agreement.
You agree to only make Submissions and to otherwise post, send and receive information that is proper and related to the Services. By way of example, and not as a limitation, you agree that when using the Services, you will not:
As a condition of your use of the ABD Web Site, you represent and warrant to ABD that you will not use the ABD Web Site for any purpose that is unlawful or prohibited by this Agreement. You may not obtain or attempt to obtain from ABD or ABD Web Site any materials or information through any means not intentionally made available or provided for through the ABD Web Site.
You acknowledge and agree that the ABD Web Site and the Services include features and Content that are protected by copyright, patent, trademark, trade secret or other laws governing proprietary rights. ABD or its licensors own all rights, title and interest in and to the ABD Web Site, the Services, and all Content (other than your Submissions), software, code, data and other materials thereon, as well as the look-and-feel, design and organization of any aspect thereof. Your use of the ABD Web Site does not grant to you ownership or title of, in or to any Content or other material on the ABD Web Site, or the right to use the ABD Web Site or any of the Services for any purpose other than as expressly set forth in this Agreement. Without limiting the foregoing, the ABD and other logos used by the ABD Web Site, and the names associated with the ABD Web Site and the Services are trademarks of ABD or theirs members, and no right or license is granted to use them.
As a condition of your use of the ABD Web Site and the Services, you agree to indemnify the ABD, from and against any and all actions, claims, losses, damages, liabilities and expenses (including reasonable attorneys' fees) arising from: (i) your use of and access to the ABD Web Site and any of the Services, and any activity in which you engage in connection therewith, (ii) your violation of any term of this Agreement, including without limitation your violation of any third party copyright, property (including intellectual or industrial property), confidential information, privacy, contractual or other right, or (iii) any claim that one of your Submissions or any portion thereof caused damage to a third party. This indemnification obligation will survive termination of this Agreement and your use of the ABD Web Site.
You acknowledge, consent and agree that ABD may access, preserve, and disclose your Registration and any other information you provide if required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary in our opinion to: (1) comply with legal process, including, but not limited to, civil and criminal subpoenas, court orders or other compulsory disclosures; (2) enforce this Agreement; (3) respond to claims of a violation of any right of a third party, whether or not the third party is a User, individual, government agency or other legal entity; (4) respond to customer service inquiries; or (5) protect the rights, property, or personal safety of ABD, any User or the public.
ABD respects the intellectual property rights of others. You may notify ABD in accordance with the following procedures if you believe that the content of any of your Submissions has been copied in an infringing manner. ANY INQUIRIES OR NOTICES NOT IN ACCORDANCE WITH THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE.
ABD has implemented procedures for receiving written notification of claimed infringements, and has designated an officer to receive notices of claimed copyright infringement consistent with the requirements of the Digital Millennium Copyright Act (17 U.S.C. § 512). If you believe in good faith that your work has been copied in a way that constitutes copyright infringement, you may provide a written communication which contains the following:
Attn: Copyright Officer
Re: ABD Web Site
ABD Technical Support
1300 New York Avenue NW
Washington, D.C. 20577
IN NO EVENT SHALL ABD BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (i) THE USE OF THE ABD WEB SITE OR ANY OF THE SERVICES, (ii) THE DELAY OR INABILITY TO USE THE ABD WEB SITE OR ANY OF THE SERVICES, (iii) THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, INFORMATION, SOFTWARE, PRODUCTS OR OTHER DATA OBTAINED THROUGH THE ABD WEB SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE ABD WEB SITE OR THE SERVICES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF ABD OR ANY OF ITS SUPPLIERS OR CONTENT PROVIDERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.
IF YOU ARE DISSATISFIED OR CONSIDER THAT ANY HARM MAY HAVE BEEN CAUSED BY OR ARISEN IN RELATION TO ANY PORTION OF THE ABD WEB SITE OR ITS ADMINISTRATION OR ANY OF THE SERVICES, YOU MAY TERMINATE YOUR USER IDENTIFICATION AND DISCONTINUE USING THE ABD WEB SITE AND THE SERVICES, AND SUCH DISCONTINUANCE SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY.
This Agreement will be governed, interpreted and enforced in accordance with the laws of the District of Columbia, United States of America, without giving effect to the conflict of laws provisions of that jurisdiction. No waiver by ABD of any provision of this Agreement shall be binding except as set forth in writing signed by its duly authorized representative.
All disputes between you and ABD arising out of or relating to this Agreement shall be finally resolved by arbitration conducted in the English language in Washington, District of Columbia, United States of America, under the commercial arbitration rules of the American Arbitration Association, provided that ABD reserves the right to apply for temporary, preliminary and final injunctive relief to enforce any of the provisions of this Agreement relating to the use of its trademarks, copyrights, other intellectual property and data security. The parties shall be responsible for their respective filing and attorneys’ fees (except that the prevailing party shall be entitled to an award of reasonable attorneys’ fees incurred in connection with the arbitration in such an amount as may be determined by the arbitrator). All decisions of the arbitrator shall be final and binding on both parties and enforceable in any court of competent jurisdiction. The parties otherwise agree to the exclusive jurisdiction of the courts of Washington, District of Columbia, United States of America for the resolution of any disputes not subject to arbitration and for the enforcement of any award resulting from any arbitration between the parties, provided that ABD reserves the right to obtain judicial equitable relief in any court having personal jurisdiction over you.
ALL CLAIMS MUST BE BROUGHT IN EACH PARTY’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS YOU AND ABD AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND ABD ARE EACH WAIVING THE RIGHT TO PARTICIPATE IN A CLASS ACTION.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by ABD without restriction.
This Agreement is the entire agreement between you and ABD relating to your use of the ABD Web Site and the Services, and supersedes any prior agreements or understandings between you and ABD with respect to the subject matter of this Agreement. You agree that no joint venture, partnership, employment, or agency relationship exists between you and ABD as a result of this Agreement or your use of the ABD Web Site. If any part of this Agreement including, but not limited to, the warranty disclaimers and liability limitations set forth above, is determined to be invalid or unenforceable pursuant to applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of this Agreement shall continue in effect. If you need to send ABD a notice under this Agreement, or otherwise need to contact ABD with respect to the ABD Web Site or the Services, please send your notice to email@example.com.
ABD reserves the right to modify this Agreement and to change the terms, conditions, and notices under which the ABD Web Site and the Services are offered. Such modification shall be effective when it is posted on the ABD Web Site. Your continued use of the ABD Web Site or the Services after a revised Agreement is posted signifies your acceptance of the revised Agreement. You should therefore review this Agreement (www.americasbd.org) regularly and when we notify you of any changes thereto to ensure you are updated as to such changes.