Terms of Service
Welcome to Poligage, an online marketplace located at www.poligage.com (the “Site” or “Platform”) and operated by Poligage, Inc. (“Poligage”, “us”, “our”, and “we”). Poligage provides the Platform and services provided through the Platform (“Services”). Poligage is an online marketplace that connects public policy and public affairs experts (“Experts”) with those in need of their services (“Customers”). Poligage makes the Platform available to enable online payment and delivery of the Expert’s products and services (“Marketplace Products and Services”).
You may not access or use the Services or accept the Agreement if you (a) are not at least 18 years old; (b) have been identified on the U.S. General Services Administration’s Excluded Parties List, the U.S. Department of Commerce’s Denied Persons or Entity List, the U.S. Department of the Treasury’s Specially Designated Nationals or Blocked Persons Lists, or the Department of State’s Debarred Parties List, or any similar list of individuals limited by U.S. export control laws and regulations or other economic sanctions of the US, other government or multilateral organization; (c) are considered to be a Politically Exposed Person (“PEP”); (d) have been convicted or charged, or pled guilty or nolo contendre to any felony or any misdemeanor involving securities fraud or investment-related business; or (f) have been the subject of any regulatory or enforcement proceeding brought by any securities, commodities or other financial regulatory authority, self-regulatory organizations or other law enforcement body, including but not limited to the U.S. Securities and Exchange Commission (“SEC”) and the Financial Industry Regulatory Authority (“FINRA”).
Types of Users
“User,” “You” and “Your” refer to the person, company, or organization (including any employee of such company or organization) that has visited or is using the Site and/or the Service. A User may be a Customer, Expert, both, or none, depending on the context of its use within these Terms.
“Expert” refers to users of the Site, whether an individual or business entity who offer to provide Marketplace Products and Services to Customers. Experts are not the employees or agents of Poligage.
“Customer” refers to users of the Site, whether an individual or business who requests and/or purchases Marketplace Products and Services from an Expert.
Account Creation. In order to use certain features of the Services, you must register for an account with us (“your Account”) and provide certain information about yourself as prompted by the registration form. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information. You may delete your Account at any time, for any reason, by following the instructions on the Platform. We may suspend or terminate your Account in accordance with the Terms and Termination section below.
Account Responsibilities. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify us of any unauthorized use, or suspected unauthorized use, of your Account or any other breach of security. We cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
Governance of Marketplace Products and Services
Paid Phone Consultations
Paid consultation calls will be paid at the time of call request by the Customer. Payment will be held in escrow by Poligage’s third party payment provider (Stripe) until the call has been completed. Scheduling of the calls is initiated by the Customer. Experts are expected to respond to call requests within twenty-four (24) hours of electronic submission of call request. Each Expert has their own cancellation policy, which will be shared during the phone consultation booking process. Experts may occasionally require a call to be rescheduled and are asked to initiate these requests at least twelve (12) hours before the start of the scheduled call as a courtesy to Customers. Once a requested consultation call has been confirmed by the Expert, a rescheduling of that call is not possible and can only be achieved by the Customer cancelling the existing call and booking a new call for the desired date/time. Please note that occasionally Experts may not be able to accept Customer consultation call requests due to a conflict of interest with existing clients. Experts will communicate this reason to Customers if so, enabling the Customer to cancel the requested booking and seek a different consultation call. Payment by Customer will not be processed in cases where requested bookings are not confirmed.
Paid consultation calls will operate under Chatham House Rule, where Customer will treat any information discussed during the call as non-attributable to the Expert going forward, unless the information is only to be shared within the Customer's organization, which is permissible on an attributable basis. Customers may request permission from an Expert to share information discussed during the consultation on an attributable basis with entities outside of their organization in writing, and the Expert must agree to such attribution and information sharing in writing.
Poligage also takes confidentiality of information that Customers share during interaction with Experts very seriously. Experts are expected to treat all interactions and communications with Customers or other Users on the Poligage Platform as strictly confidential, whether a monetary transaction is committed between Customer and Expert or not. The following are considered strictly confidential and not to be shared publicly beyond a need-to-know basis by Experts:
(1) the identity of Customers (e.g., Experts will not list or reference Customers by name outside of their Poligage interaction);
(2) the act of a Customer requesting a Paid Consultation even if Expert and Customer do not proceed with the service;
(3) the act of a Customer making a purchase of Digital Content authored by Expert;
(4) information discussed during any Consultation Call or other platform engagement;
(5) information about any actual or potential business, investment or trading decisions, or transactions of any Customer;
(6) materials and information provided to Experts by Customer; or
(7) any other nonpublic or proprietary information about Poligage or its Customers (collectively, “Confidential Information”).
Experts may seek permission from Customers or Poligage to make any of the above Confidential Information public but must be able to produce proof of that permission being granted in writing if requested by the Customer and/or Poligage at any time.
Customers may also be required, by law or their own compliance policies, to disclose certain details of interactions with Experts, including name and the amount you were paid (“Required Customer Disclosures”). Experts authorize Customers, or Poligage on their behalf, to make Required Customer Disclosures and Customers/Users agree to provide any additional information necessary to complete any Required Customer Disclosures.
Digital content products and subscriptions to digital content products (“Digital Content”) may be available for download as a Marketplace Product or Service. All Digital Content purchased on the Platform is the Expert’s copyrighted and proprietary content, and Customer agrees not to record, duplicate, distribute, sell, repurpose, teach from or create derivative works of any Digital Content in any manner whatsoever without our express written permission of the Expert. All purchases of Digital Content are considered non-refundable. Purchasing Digital Content from the Platform does not in any way transfer any intellectual property or proprietary rights from Expert to the Customer.
Relationship of the Parties
Poligage is Not a Party to Contracts. The business relationship exists exclusively between Customer and Expert and the Customer pays the Expert for Marketplace Products and Services. Experts are not the employees or agents of Poligage. Poligage is not involved in agreements between Users or in the representation of Users. Poligage does not provide Marketplace Products and Services but merely provides Customer with access to Experts. At no point may Poligage be held liable for the actions or omissions of any Expert performing Marketplace Products and Services or any Customer purchasing Marketplace Products and Services.
Poligage Does Not Guarantee Results. Poligage takes pride in our process to make high quality Experts available to Customers. While we make reasonable efforts to vet the Experts that use our Platform, we cannot guarantee the fitness of any Experts for a Customer’s specific needs or guarantee the quality, accuracy, and timeliness of any Marketplace Products and Services provided to Customers. Poligage does not sanction statements an Expert may post on the system. We encourage Customers to research any Expert before accepting professional advice.
Reviews. From time to time, Customers may submit reviews of Experts; these reviews do not constitute a guarantee, warranty, or prediction regarding the outcome of any future matter. Poligage will have no responsibility or liability of any kind for any User Content (defined below) or advice you encounter on or through the Platform, and any use or reliance on User Content or advice is solely at your own risk.
All Fees Are Paid to Experts. Poligage does neither provide nor charge for Marketplace Products and Services. Poligage merely facilitates the collection of payment to Experts. As such, Poligage may charge a transaction fee to Experts for each purchase of a Marketplace Product or Service facilitated by the Poligage Platform that Experts sell through. Experts are responsible for determining the price any Marketplace Product or Service offered by such Expert on the Platform.
Compliance with Laws
All Users are responsible for adhering to and upholding all applicable laws and regulations that relate to the services requested by Customers and provided by Experts on the Platform, including but not limited to the Lobbying Disclosure Act or LDA, U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, as well as anti-corruption/anti-bribery laws in general. Any communications you may have with another User through the Platform, must fully comply with all applicable laws. Poligage is not responsible for determining the laws applicable to any User of the Platform. Poligage Users are also not authorized at any time to engage in the offering or acceptance of legal advice on our platform, nor may claim that they were offered or received legal advice after any interaction on or engagement with the Poligage platform.
Foreign Agents Registration Act. Most Marketplace Products and Services are for advisory purposes only and do not require any representation by an Expert on behalf of a Customer. However, Poligage is not responsible for Expert or Customer compliance with the Foreign Agents Registration Act (“FARA”). FARA generally requires "agents of foreign principals" undertaking certain activities on behalf of foreign interests to register with the U.S. Department of Justice to file copies of informational materials that they distribute for a foreign principal; and to maintain records of their activities. Customers and Experts must comply with all FARA regulations; failure to do so may subject agents to criminal and civil penalties. Users should consult an attorney regarding FARA compliance obligations.
Export Laws. You acknowledge that Marketplace Products or Services of any kind may not be downloaded to, or exported or re-exported: (a) into (or to a resident or national of) Cuba, Iraq, Iran, Libya, North Korea, Syria or any other country subject to United States embargo; (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or on the U.S. Commerce Department’s Denied Party or Entity List; and you acknowledge that you will not export or re-export Marketplace Products or Services to any prohibited country, person, end-user or entity specified by U.S. Export Laws.
Poligage retains full discretion to prioritize, categorize, highlight, and otherwise modify the method of Customer discovery of Expert profiles, including through search results and tagging, in order to improve service quality and for other purposes.
Payment Terms and Transactions
Payment Process. Payment will be processed at the time of purchase for Paid Consultation Calls and Digital Content. Poligage also allows for the purchase of credits that can be applied toward Paid Consultation Calls and Digital Content, and payment will be processed for any credit packages at the time of purchase. All payments are processed through Poligage’s third-party payment processor, Stripe, in order to secure the transaction and facilitate dispute resolution procedures.
Subscriptions or Recurring Fees. Some of the Experts may have Marketplace Products or Services that have recurring fees or subscriptions plans (such as monthly, or annual payments) that will automatically renew as indicated in the service listing.
Payment Information; Taxes. All information that User provides in connection with a purchase or transaction or other monetary transaction interaction with the Services must be accurate, complete, and current. User agrees to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with the Services at the prices in effect when such charges are incurred. User will pay any applicable taxes, if any, relating to any such purchases, transactions or other monetary transaction interactions.
Chargebacks. User acknowledges that Poligage has a dispute resolution process in the event you have a dispute concerning the Marketplace Products or Services provided to you, which is described in greater detail in these Terms. If you have a dispute concerning any payment transaction, please contact Poligage at firstname.lastname@example.org. If, at any time, you contact your bank or credit card company to reject the charge of any payable Fees (“Chargeback”), this act will be considered a breach of your payment obligations, and we reserve the right to automatically terminate your use of the Services. We reserve the right to dispute any Chargeback and take all reasonable action to authorize the transaction. In the event of a Chargeback, your Account may be terminated and any files, data, or content contained in your Account may be subject to cancellation. We will not be liable for any loss of files, data or content as a result of a Chargeback.
Credits: Poligage offers credit packages that can be applied toward Marketplace Products and Services. Purchased credits will expire one year after their purchase date.
Customers have 72 hours from the time of payment for digital content or the occurrence of a paid consultation call to initiate a dispute by emailing Info@Poligage.com or by initiating a return through the My Account section of the website. Should any dispute arise between Customer and Experts over the quality or completeness of work on any Marketplace Product or Service exchanged between Expert and Customer, Poligage may hold any fees paid by Customer while the dispute is resolved. Poligage encourages Customers and Experts to try and settle disputes amongst themselves, however, if this is not possible, Poligage may intervene in resolve disputes by obtaining information about the dispute between the Customer and Expert and making a resolution decision. Poligage reserves sole discretion to make determinations in such disputes and will have the right to cancel and not return payment if determined that Customer’s claims are not justified under the transaction, or that Customer has violated these Terms or applicable laws. You agree to indemnify and hold harmless Poligage against any damages or liability incurred as a result of Poligage’s dispute resolution decision.
Our dispute procedures are for the benefit of our Users to help facilitate the transaction between Customers and Experts and to protect the integrity of our Platform so our Users have an enjoyable experience. In no way is the provision of these dispute procedures or payments cancelled by Poligage under these procedures an admission of any liability of Poligage.
We expend tremendous resources to provide our Platform and Services, and to connect Customers and Experts. Given that matching Experts and Customers is crucial to Poligage’s business, Experts and Customers agree to conduct any paid engagement (such as a Call, Digital Content transaction, or any other form of engagement) through the Poligage Platform whenever possible for a period of at least nine (9) months from the date that the Expert and Customer were first introduced through the Poligage Platform (the “Non-Circumvention Period”).
During the Non-Circumvention Period, Users are prohibited from making side-agreements, entering into any business transactions or agreements with Users off-Platform, making or accepting off-Platform payments from Users, or engaging in activities that can be deemed competitive to Poligage with any User outside of our Platform unless the Expert facilitates payment of a contracted transaction fee to Poligage. To the extent reasonably practical and feasible, all communications between Expert and Customer concerning the Marketplace Products and Services must be made on our Platform.
Customers and Experts are also free to continue paid engagements with one another on the Platform after the Non-Circumvention Period. Any business conducted or transacted between Users on the Platform after the Non-Circumvention Period remain subject to these Terms and any transactions fees applicable to payments exchanged between Users.
Project or Retainer Agreement. Should Customer procure the Expert’s services on a project retainer basis (“Project or Retainer Agreement”), and such Project or Retainer Agreement commences during the Non-Circumvention Period, the Expert is responsible for paying Poligage a transaction fee on the agreement through the end of the Non-Circumvention Period.
Remedies for Violation of this Section. Poligage may terminate a User’s Account for violation of these Terms. You recognize and agree that any violation of the disintermediation provisions set forth above, during the Non-Circumvention Period will cause irreparable harm to Company. In the event that you violate or threaten to violate any of these provisions, at any time during this Agreement or after, Company will have the right to enforce these Terms by means of injunctive relief, in addition to money damages and other available legal remedy. You agree to pay Poligage’s the cost of pursuing judicial enforcement of this Agreement, including attorney’s fees and costs.
Rights and Licenses
License to Use Site. We grant you a non-transferable, non-exclusive, right to access and use the Services for your personal use.
Certain Restrictions. The rights granted to you in this Agreement are subject to the following restrictions: (a) you will not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services; (b) you will not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Services; (c) you will not access the Services in order to build a similar or competitive service; and (d) except as expressly stated in these Terms, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Services will be subject to these Terms. All copyright and other proprietary notices on any Services content must be retained on all copies.
Modification. We reserve the right, at any time, to modify, suspend, or discontinue the Services with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services, except and if otherwise expressly set forth in these Terms.
No Support or Maintenance. You acknowledge and agree that we will have no obligation to provide you with any support or maintenance in connection with the Services.
Ownership of the Services. Excluding your User Content (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Services, including the Site, are owned by us or our licensors. The provision of the Services does not transfer to you or any third party any rights, title or interest in or to the intellectual property rights. We reserve all rights not granted in this Agreement.
User Content. “User Content” means any and all public-facing information and content that a User submits to or posts on: (a) the Platform and (b) on social networking sites where we have a page or presence. You will own your User Content, with the understanding that you agree that we may use and reproduce the User Content that you make available on our social networking sites and on the Platform. For the purposes of this section, User Content does not include any information or content that is part of any Marketplace Products and Services exchanged between a Customer and Expert. We will not use or access any information or content associated with any Marketplace Products and Services exchanged between a Customer and Expert. You are solely responsible for the User Content that you post, upload, link to or otherwise make available via the Service. We reserve the right to remove any User Content from the Service at our discretion.
The following rules pertain to User Content. By transmitting and submitting any User Content while using the Service, you agree as follows:
● You are solely responsible for your account and the activity that occurs while signed in to or while using your account;
● You will not submit content that is copyrighted or subject to third party proprietary rights, including privacy, publicity, trade secret, etc., unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content;
● You will abide by our Acceptable Use Policy below; and
● You affirm we have the right to determine whether any of your User Content submissions are appropriate and comply with these Terms, remove any and/or all of your submissions, and terminate your account with or without prior notice.
You understand and agree that any liability, loss or damage that occurs as a result of the use of any User Content that you make available or access through your use of the Service is solely your responsibility. We are not responsible for any public display or misuse of your User Content. We do not, and cannot, pre-screen or monitor all User Content. However, at our discretion, we, or technology we employ, may monitor and/or record your interactions with the Service.
License. You grant, and you represent and warrant that you have the right to grant, to us an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use your public-facing User Content, and to grant sublicenses of the foregoing, solely for the purposes of including your User Content in the Site and Services. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to your public-facing User Content. This license does not include any content or information related to Marketplace Products and Services exchanged between a Customer and Expert.
Acceptable Use Policy. Your permission to use the Services is conditioned upon the following Use Restrictions and Conduct Restrictions: You agree that you will not under any circumstances:
● post any information that is abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable and offensive;
● use the service for any unlawful purpose or for the promotion of illegal activities;
● attempt to, or harass, abuse or harm another person or group;
● use another user’s account without permission;
● provide false or inaccurate information or impersonate another person when registering an account;
● interfere or attempt to interfere with the proper functioning of the Service;
● collect or store personal data about other Users;
● supply material support or resources to organizations designated by the United States government as a foreign terrorist organization pursuant to Section 219 of the Immigration and Nationality Act.
● share any health information that is restricted under the Health Information Portability and Accountability Act;
- share information that is deemed to be material nonpublic information that if disclosed would violate securities laws;
- make an Account or use your Account for the purposes of accessing a database of Poligage User’s to contact off the Platform.
- make any automated use of the system, or take any action that we deem to impose or to potentially impose an unreasonable or disproportionately large load on our servers or network infrastructure;
● use the Site or any of its contents to advertise or solicit, for any commercial purpose or to compete, directly or indirectly, with our Service;
● bypass any robot exclusion headers or other measures we take to restrict access to the Service or use any software, technology, or device to scrape, spider, or crawl the Service or harvest or manipulate data; or
● publish or link to malicious content intended to damage or disrupt another user’s browser or computer.
Feedback. If you provide us any feedback or suggestions regarding the Services (“Feedback”), you assign to us all rights in the Feedback and agree that we will have the right to use the Feedback and related information in any manner we deem appropriate. We will treat any Feedback you provide to us as non-confidential and non-proprietary. You agree that you will not submit to us any information or ideas that you consider to be confidential or proprietary.
You agree to indemnify and hold Poligage (and our officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Services, (b) your User Content, (c) the services you request as a Customer or the services you provide as an Expert; (d) your violation of this Agreement; or (e) your violation of applicable laws or regulations. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without our prior written consent. We will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
Links to Other Sites and/or Materials
Third Party Sites. As part of the Service, we may provide you with convenient links to third party website(s) (“Third-Party Sites”) as well as content or items belonging to or originating from third parties (the “Third-Party Applications, Software or Content”). Users may also include links to their website or other Third-Party Sites on their listings. These links are provided as a courtesy to Users. We have no control over Third-Party Sites and Third-Party Applications, Software or Content or the promotions, materials, information, goods or services available on these Third-Party Sites or Third-Party Applications, Software or Content. If you decide to leave the Site and access the Third-Party Sites or to use or install any Third-Party Applications, Software or Content, you do so at your own risk and you should be aware that our Terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site or relating to any applications you use or install from the site.
Links to Our Site. You are permitted to link to our Site for non-commercial purposes, provided that you do so in a way that is fair and legal and does not damage our reputation. You may not link to our Site in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent. You may not deep-link to any page of this site for any purpose whatsoever unless the link is expressly authorized in writing by us. We reserve the right to withdraw permission for any link.
Release. You release and forever discharge us (and our officers, employees, agents, successors, and assigns) from, and waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injury, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of, other Service users or Third Party Sites & Ads. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
THE SERVICES, INCLUDING THE SITE, ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND WE EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT THE SERVICES: (a) WILL MEET YOUR REQUIREMENTS; (b) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (c) WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE OR (d) THAT THE SERVICES WILL BE TO YOUR SATISFACTION.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
Limitation on Liability
IN NO EVENT WILL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM.
IN NO EVENT WILL POLIGAGE’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE EXCEED THE AMOUNTS YOU’VE PAID POLIGAGE IN THE PRIOR 12 MONTHS (IF ANY). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Term and Termination.
Subject to this Section, this Agreement will remain in full force and effect while you use the Services. We may (a) suspend your rights to use the Site and/or Services (including your Account) or (b) terminate this your Account or this Agreement, at any time for any reason at our sole discretion, including for any use of the Services in violation of this Agreement. Upon termination of this Agreement, your Account and right to access and use the Services will terminate immediately. You understand that any termination of your Account involves deletion of your User Content from our live databases. We will not have any liability whatsoever to you for any termination of this Agreement, including for termination of your Account or deletion of your User Content. Upon termination of this Agreement, all of the provisions will terminate except those that by their nature should survive.
We respect the intellectual property of others and ask that users of our Site and Services do the same. In connection with our Site and Services and in accordance with the Digital Millennium Copyright Act’s (“DMCA”), we have adopted and implemented a policy respecting copyright laws that provide for the removal of any infringing materials and for the termination, in appropriate circumstances, of users of our online Services who are repeat infringers of intellectual property rights, including copyrights. If you believe that one of our users is, through the use of our Services, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated Copyright Agent:
● your physical or electronic signature;
● identification of the copyrighted work(s) that you claim to have been infringed;
● identification of the material on our Services that you claim is infringing and that you request us to remove;
● sufficient information to permit us to locate such material;
● your address, telephone number, and e-mail address;
● a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and
● a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.
Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
Our designated Copyright Agent is:
Attn: Copyright Compliance Department
Address: 80 M Street, SE Ste 100 Washington, DC 20003
Counter Notice Procedures
If you receive a notification from Poligage that material made available by you on or through the Site has been the subject of a Notification of Claimed Infringement, then you will have the right to provide Poligage with what is called a "Counter Notification." To be effective, a Counter Notification must be in writing, provided to Company's Designated Agent through one of the methods identified above, and include substantially the following information:
● A physical or electronic signature of the subscriber;
● Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
● A statement under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
● The subscriber's name, address, and telephone number, and a statement that the subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the subscriber's address is outside of the United States, for any judicial district in which Company may be found, and that the subscriber will accept service of process from the person who provided notification above or an agent of such person.
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND WILL HAVE A SUBSTANTIAL IMPACT ON HOW CLAIMS YOU AND POLIGAGE HAVE AGAINST EACH OTHER ARE RESOLVED.
You and Poligage agree that any claim or dispute at law or equity that has arisen or may arise between us relating in any way to or arising out of this or previous versions of our Terms, your use of or access to the Services, or any products or services sold or purchased through the Services, will be resolved in accordance with the provisions set forth in this Legal Disputes Section.
Choice of Law. This Agreement is made under and will be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any principles that provide for the application of the law of another jurisdiction.
Claim Limitations. You agree that any cause of action arising out of or related to the Services must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
You and Poligage each agree that any and all disputes or claims that have arisen or may arise between you and Poligage relating in any way to or arising out of this or previous versions of this Agreement, your use of or access to Poligage 's Services, or any products or services sold, offered, or purchased through our Services will be resolved exclusively through final and binding arbitration located in Washington, D.C., rather than in court. The Federal Arbitration Act governs the interpretation and enforcement of this Agreement to Arbitrate.
The arbitration will be conducted by American Arbitration Association under its applicable rules and procedures, as modified by this Agreement to Arbitrate. The arbitration will be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes. Your rights will be determined by a neutral arbitrator and not a judge or jury. You understand that arbitration procedures can be more limited that rules applicable in court. Arbitrator decisions are as enforceable as any court order and are subject to very limited review in court.
You and we must abide by the following rules: (a) ANY CLAIMS BROUGHT BY YOU OR US MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (b) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF, (c) the arbitrator will honor claims of privilege and privacy recognized at law; (d) the arbitration will be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award; (e) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (f) each side pays its own attorneys’ fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees and litigation expenses, and then in such instance, the fees and costs awarded will be determined by the applicable law.
With the exception of subparts (a) and (b) in the paragraph above (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision will remain in effect and will be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, either subpart (a) or (b) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision will be null and void, and neither you nor we will be entitled to arbitration. If for any reason a claim proceeds in court rather than in arbitration, the dispute will be exclusively brought in state or federal court in Washington, D.C.
Changes to Agreement. This Agreement is subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any) and/or by prominently posting notice of the changes on our Site. Any significant changes to this Agreement will be effective 30 days after posting such notice. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Continued use of our Site or Services following notice of such changes will indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
Copyright/Trademark Information. Copyright © 2020 Poligage, Inc. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Site are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
Last Updated September 1, 2020