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ACA Internet Access Agreement READ CAREFULLY - IMPORTANT THE ACCESS AGREEMENT ("AGREEMENT") IS A LEGAL AND BINDING AGREEMENT BETWEEN THE AMERICAN CHIROPRACTIC ASSOCIATION ("ACA") AND YOU OR THE ENTITY ON WHOSE BEHALF YOU ARE AUTHORIZED TO BIND AND CONTAINS IMPORTANT TERMS SETTING FORTH THE WARRANTY AND LIABILITY OBLIGATIONS OF THE ACA. YOU AGREE BY CLICKING ON THE "YES" BUTTON, ACCEPTING THIS AGREEMENT, OR BY DOWNLOADING, INSTALLING, COPYING OR OTHERWISE USING THE SOFTWARE THAT YOU AGREE TO ITS TERMS AND ARE LEGALLY ABLE TO ENTER INTO THIS AGREEMENT. Terms and Conditions of Service The American Chiropractic Association ("ACA"), a national non-profit professional membership organization, offers an Internet accessible bulletin board ("Bulletin Board") and related services through the Dynamic Chiropractic website (collectively "ACA's Service") to its Members as an adjunct to ACA's non-profit missions. These Terms and Conditions of Service set forth the basic rules which apply to ACA's Service. ACA's offer of the use of ACA's Service is made pursuant to these Terms and Conditions of Service, which includes by reference any Exhibits hereto. ACA may change this Agreement in the future upon notice published on-line or otherwise provided by ACA. This Agreement will constitute a binding contract between you and ACA and as such set forth your unilateral obligations to ACA, ACA's unilateral obligations to you and the mutual obligations which are owed to each other. Throughout these terms and conditions, you, the Member, will be referenced in a variety of ways including as "you", "Member", "your", and/or "yourself". With respect to business memberships, those in which the Member is a business entity, these terms as used herein shall refer to the business entity in whose name the membership is held, to any user designated during the registration of the membership and to all users of the membership. If the Terms and Conditions of Service, ACA's Service, system, or pricing is or becomes unacceptable to a Member, the Member's only right shall be to terminate its membership in accordance with the Section labeled "Termination and Suspension" below. PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING ACA'S SERVICE OR ACCESSING ITS SYSTEM. BY USING ACA'S SERVICE AND SYSTEM, YOU, AS A MEMBER, AGREE THAT YOUR USE OF ACA'S SERVICE AND SYSTEM AND YOUR ACCESS TO THE BULLETIN BOARD IS PROVIDED IN CONSIDERATION OF YOUR AGREEMENT TO COMPLY WITH AND TO BE LEGALLY BOUND BY THIS AGREEMENT. BE ADVISED THAT ACA MAY MODIFY THIS AGREEMENT AT ANY TIME IN THE FUTURE. MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING OF THE MODIFIED AGREEMENT OR BY OTHER NOTIFICATION TO YOU. AT REGULAR PERIODIC INTERVALS, YOU AGREE TO REVIEW THIS AGREEMENT AS PUBLISHED ONLINE OR OTHERWISE AVAILABLE FROM ACA FROM TIME TO TIME FOR THE PURPOSE OF MAKING YOURSELF AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE OF ACAšS SERVICE AND SYSTEM SHALL BE DEEMED AN EFFECTIVE ACCEPTANCE OF ANY MODIFIED AGREEMENT.
1. You agree to provide ACA, upon registration, with accurate, complete, and updated registration information. If you do not provide ACA with accurate registration information, you are not authorized to use ACA's Service and system and your membership may be terminated immediately. YOU AGREE BY REGISTERING THAT YOU ARE LEGALLY ABLE TO ENTER INTO THIS AGREEMENT. AMONG OTHER THINGS, THIS MEANS (1) IF YOU ARE REGISTERING FOR AN INDIVIDUAL MEMBERSHIP, YOU MUST BE AN INDIVIDUAL OF AT LEAST EIGHTEEN (18) YEARS OF AGE ENROLLING UNDER YOUR OWN NAME AND (2) IF YOU ARE A DESIGNATED USER REGISTERING FOR A BUSINESS MEMBERSHIP, YOU MUST BE A BONA FIDE EMPLOYEE OR INDEPENDENT CONTRACTOR OF THE BUSINESS ENTITY IN WHOSE NAME THE MEMBERSHIP IS HELD AND YOU MUST BE AUTHORIZED TO BIND THE BUSINESS ENTITY AND BE AUTHORIZED TO REGISTER UNDER THE NAME OF THE BUSINESS ENTITY. a. Confidentiality and Use and Release of Member Information. ACA will not intentionally disclose the content of any private electronic communication or any other Member identifiable information concerning you to any third party unless permitted or required by law or authorized by you. Subject to the foregoing, ACA may monitor, record, collect, disclose and use for any lawful purpose information generated through your use of ACA's Service or system. Unless you expressly notify ACA: (1) during registration or (2) in writing at any later date, you authorize ACA to include your name, Internet, electronic mail, street and other addresses, any telephone information in published directories used in conjunction with ACA's Service or system or otherwise. ACA treats private electronic messages as private. Exceptions to this general policy of privacy include those exceptions existing due to the permission or requirements of the law, including without limitation the Electronic Communications Privacy Act of 1986 (the "ECPA"). The ECPA permits ACA limited ability to intercept and/or disclose electronic messages, including, for example (i) as necessary to operate the system or protect ACA's rights or property, (ii) upon legal demand (court orders, warrants, subpoenas) or (iii) where ACA receives information inadvertently which appears to pertain to the commission of a crime. Users should be aware that electronic messages may be intercepted lawfully or unlawfully outside of ACA's system. In addition, although ACA has implemented certain security measures, ACA cannot warrant that its system or stored data of a Member will be free from unauthorized intrusion and cannot otherwise warrant the privacy of information of any user. 2. You agree that ACA may at any time in the future: (1) revise or modify this Agreement, the Terms and Conditions of Service or any exhibit hereto, and/or (2) institute membership charges. Any such revisions or modifications will be binding and effective immediately upon posting of the modified agreement or by other notification to you made by any method of delivery to the addresses specified by you on registration. ACA's Service and system are expected to change from time to time. ACA reserves the right to revise or modify the services provided, the features of any services provided or the system pursuant to which they are provided without notice, including changes to access and use procedures and system hardware and software. 3. At regular periodic intervals, you agree to review this Agreement as published online or otherwise available from ACA from time to time for the purpose of making yourself aware of such modifications and your continued access or use of ACA's Service and system shall be deemed an effective acceptance of any modified agreement. If this Agreement, the Terms and Conditions of Service, ACA's Service, system, or pricing is or becomes unacceptable to a Member, the Member's only right shall be to terminate its membership in accordance with the Section labeled "Termination and Suspension" below.
1. Member must provide, at Member's own cost, all telephones, modems, computers and other equipment and telephone and other services necessary to use ACA's Service and system. 2. Pursuant to this Agreement, ACA will provide you with: (1) unlimited connectivity to ACA's Service. You are hereby notified that ACA is a Section 501(c)(6) tax-exempt, national non-profit professional membership organization. ACA's Service is provided as an adjunct to ACA's non-profit missions, but ACA has no staff dedicated to the Internet or with expertise, specialization or training in the operation of an Internet accessible Bulletin Board Service. There is no assurance that ACA will be able to continue to provide this or any ACA service, or that the ACA service will be usable by you in the future. 3. You understand that, except for the information and services which are designated clearly as being supplied or created by ACA, ACA does not control or endorse any information, products or services available via the ACA Service, whether pursuant to the ACA system, the Bulletin Board or the Internet, in any way. Except for ACA-designated information and services, all information, products and services offered through ACA's Service, pursuant to the ACA system, the Bulletin Board or the Internet, are offered by third parties. While these third parties may be members of the ACA, they otherwise have no affiliation with ACA. ACA cannot and will not guarantee that ACA's Service will provide information, products or services that are sufficient to meet your needs. You agree that your use of ACA's Service is solely at your own risk and is subject to all applicable local, state, national and international laws and regulations. YOU ASSUME COMPLETE AND TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF ACA'S SERVICE AND SYSTEM. 4. You understand that ACA does not and cannot control or warrant the content, quality or accuracy of information available through the ACA Service, whether pursuant to the ACA system, the Bulletin Board or the Internet in general. Such information includes without limitation information, communications, software, photos, video, graphics, music, sounds and other material and services located both on ACA's system, the Bulletin Board and on the Internet ("Content"). You understand further that the Internet and the Bulletin Board contain unedited and unmoderated materials including without limitation materials which may be offensive to you. ACA does not endorse any of the medications, products or treatments described, mentioned or discussed in any part of the ACA Service, whether pursuant to the databases or pages accessible within or from ACA's Service, the Bulletin Board or any other ACA service or publication accessible within or from these sources. Furthermore, ACA makes no representations concerning the efficacy, appropriateness or suitability of any such products or treatments. You are encouraged to consult other sources and confirm the information contained in any part of the ACA Service, whether pursuant to the databases or pages accessible within or from ACA's Service, the Bulletin Board or any other service or publication accessible within or from these sources. ACA ACCEPTS NO RESPONSIBILITY WHATSOEVER FOR SUCH MATERIALS OR FOR THE CONTENT, INCLUDING WITHOUT LIMITATION THE CONTENT, QUALITY OR ACCURACY OF INFORMATION, AVAILABLE THROUGH ITS SYSTEMS OR OVER THE INTERNET IN GENERAL. ACA reserves the right to remove Content from ACA's system in the event ACA, in its sole discretion, determines it to be in violation of this Agreement, including without limitation the Terms and Conditions of Service. ACA's reservation of its right to remove Content does not create an obligation on the part of ACA to exercise its right. ACA does not pre-screen Content placed on ACA's system by any of its Members. ACA does nothave the practical ability to monitor, review, or restrict, prior to its transmission, the Content on ACA's system which may violate any part or portion of this Agreement including the Terms and Conditions of Service. In addition, ACA cannot ensure the prompt editing or removal of any Content which may violate any part or portion of this Agreement including the Terms and Conditions of Service after such Content has been posted on ACA's system. 5. ACA's Service and system may only be used for lawful purposes and in a manner which ACA believes, in its sole discretion, to be consistent with the rights of other ACA Members and third parties. While ACA is not responsible for the Content of the ACA hosted Bulletin Board or any Web Sites or of material you submit to public areas of ACA's Service and system (including without limitation bulletin boards, forums and chat rooms), Member warrants that the Content on the ACA hosted Bulletin Board or any Web Sites and in all material you submit to public areas of ACA's Service and system (including without limitation bulletin boards, forums and chat rooms) complies with all laws and does not infringe the rights of any other party. Without limiting the foregoing, ACA's Service and system shall not be used in a manner which would violate any law (including without limitation all law related to provision of chiropractic or other health or medical services and/or advice), in a manner to advertise pricing for chiropractic or other health or medical services, in a manner to infringe any copyright, trademark, trade secret, right of publicity, privacy right or any other right of any person or entity for the purpose of transmitting or storing of material which is obscene, libelous or defamatory. Member agrees that your use of Content shall be governed by all applicable laws and regulations, and by the specific restrictions placed on such Content by the owners or licensors of the rights in such Content. Member agrees not to post or transmit Content that is subject to another party's rights, on or through ACA's Service, without that party's express permission. Such posting or transmitting: (1) will result in termination of the Member's access and any rights and privileges under this Agreement, and (2) may result in civil or criminal liability. 6. You also understand that ACA does not and cannot control or warrant the files available for downloading through ACA's Service or system. Without limiting the foregoing, as a result, ACA does not and cannot warrant that the files available for downloading through ACA's Service or system will be free of infection, viruses or other code manifesting harmful, contaminating or destructive properties. Each Member must implement your own procedures and safeguards to assure and satisfy your own requirements for accuracy of data and for reconstructing, external to ACA's Service and system and without the intervention of ACA's Service, system or personnel, any lost data. 7. YOU ASSUME COMPLETE AND TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF ACA'S SERVICE AND SYSTEM, THE BULLETIN BOARD AND THE INTERNET. ACA DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS WHATSOEVER (INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE OR NONINFRINGEMENT OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY PURPOSE) WITH REGARD TO ACA'S SERVICE, SYSTEM, THE SOFTWARE, ANY PRODUCTS, MERCHANDISE, INFORMATION OR SERVICE PROVIDED THROUGH ACA'S SERVICE OR SYSTEM, THE BULLETIN BOARD OR THE INTERNET. ACA SHALL NOT BE LIABLE FOR ANY COST OR DAMAGE ARISING EITHER DIRECTLY OR INDIRECTLY FROM ANY SUCH TRANSACTION AS IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ALL OPINIONS, ADVICE, SERVICES, PRODUCTS, MERCHANDISE AND OTHER INFORMATION PROVIDED THROUGH ACA'S SERVICE OR SYSTEM, ON THE BULLETIN BOARD OR THE INTERNET. ACA'S SERVICE AND SYSTEM AND THE BULLETIN BOARD ARE PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. ACA DOES NOT WARRANT THAT THE FUNCTIONS OR SERVICES PERFORMED BY THE BULLETIN BOARD OR ACA'S SERVICE OR SYSTEM WILL BE UNINTERRUPTED OR ERROR-FREE. ACA DOES NOT WARRANT THAT DEFECTS IN THE BULLETIN BOARD OR ACA'S SERVICE OR SYSTEM WILL BE CORRECTED. ACA'S ENTIRE LIABILITY, AND YOUR EXCLUSIVE REMEDY, WITH RESPECT TO YOUR USE OF ACA'S SERVICES, YOUR USE OF THE BULLETIN BOARD, AND ANY BREACH OF THIS AGREEMENT IS SOLELY LIMITED TO THE AMOUNT YOU PAID TO USE ACA'S SERVICE. ACA DISCLAIMS, AND IS NOT RESPONSIBLE FOR, ANY AND ALL LOSS OR LIABILITY RESULTING FROM, BUT NOT LIMITED TO: (1) LOSS OF DATA; (2) LOSS OF SOFTWARE OR HARDWARE; (3) LOSS OR LIABILITY RESULTING FROM ACCESS DELAYS OR ACCESS INTERRUPTIONS; (4) LOSS OR LIABILITY RESULTING FROM COMPUTER VIRUSES OR OTHER CODE MANIFESTING HARMFUL, CONTAMINATING OR DESTRUCTIVE PROPERTIES; (5) LOSS OR LIABILITY RESULTING FROM DATA NONDELIVERY OR DATA MISDELIVERY; (6) ANY OTHER LOSS OR LIABILITY RESULTING FROM THE NEGLIGENT ACTS AND/OR OMISSIONS OF ACA OR ACA'S MEMBERS; (7) LOSS AND LIABILITY RESULTING FROM ANY ERRORS, OMISSIONS, OR MISSTATEMENTS IN ANY AND ALL INFORMATION, GOODS, OR SERVICES OBTAINED ON OR THROUGH ACA'S SERVICE, AND; (8) LOSS OR LIABILITY RESULTING FROM ACTS OF GOD. IN NO EVENT WILL ACA BE LIABLE FOR (1) ANY INCIDENTAL, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION) ARISING OUT OF OR FROM THE USE OF OR INABILITY TO USE ACA'S SERVICE, THE SOFTWARE, THE MEDIA ON WHICH THE SOFTWARE IS RECORDED OR ANY INFORMATION, SOFTWARE, OR ANY SERVICES OR TRANSACTIONS PROVIDED ON ACA'S SERVICE OR SYSTEM OR THE INTERNET, EVEN IF ACA OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (2) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN ACA'S SERVICE OR SYSTEM AND/OR MATERIALS OR INFORMATION DOWNLOADED THROUGH THE SERVICE. BECAUSE SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THIS LIMITATION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, ACA'S LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
The ACA Software and the Third-Party Software is owned by ACA or its licensors. By this Agreement, ACA grants to you, for all software it provides to you, a non-transferable, non-assignable, non-exclusive, revocable and limited (i) license to use the software and documentation, together with all updates, enhancements, modification and fixes provided to you, which relate to the use and performance of ACA's Service (collectively the "ACA Software"), and (ii) sublicense to use the software and documentation, together with all updates, enhancements, modification and fixes provided to you, which are provided to ACA by any third party and which relate to the use and performance of ACA's Service (collectively the "Third-Party Software"). You agree (a) to use the ACA Software and Third-Party Software (collectively "Software") solely in connection with your use of ACA's Service, (b) to use the Software only on a personal computer for which you control access to the Software, (c) not to permit any third parties to access the Software or ACA's Service, (d) that ACA retains ownership of the ACA Software and its services and system and any ACA trademark rights contained in any ACA trademarks, service marks or logos incorporated therein; and (e) that you will comply with all terms and conditions applicable to Third-Party Software sublicensed to you following notice of such terms and conditions. You have no right to assign or transfer any of your rights or interests in this Agreement. You have no right to sublicense, assign or transfer this Software License. The licenses granted in this paragraph shall continue in effect until termination of the Member's access and any rights and privileges under this Agreement.
1. The entire contents of ACA's Service which are created by ACA are copyrighted material under the law of the United States and otherwise. The owner of that copyright is ACA. You may print and download portions of material from the different areas of ACA's Service and system solely for your own non-commercial use. You may make one machine readable copy and a backup copy and one print copy of any portions of material from the different areas of ACA's Service and system solely for your own non-commercial use. You agree not to change or delete any proprietary notices from any materials provided by ACA or downloaded from ACA's Service or system. Any other copying, redistribution, retransmission or publication of any downloaded material is strictly prohibited without the express written consent of the copyright owner. 2. Your use of the Software provides you access to proprietary features of the Software. ACA and its software licensors have proprietary rights in their respective Software, including without limitation the software, the software documentation, the "look and feel" of ACA's Service, ACA's Service names, Member interfaces, and other features. You have no right to copy, modify, adapt, reproduce, translate, distribute, reverse engineer, decompile, or disassemble any aspect of the Software or ACA's Service. 3. You agree to grant to ACA a non-exclusive, irrevocable, royalty-free, worldwide, perpetual license to use, reproduce, modify, adapt, distribute, publish, transmit, translate, create derivative works of, display and perform, whether publicly or otherwise, and/or to incorporate it in other works any materials and other information (including without limitation ideas contained therein for new or improved products or services) you submit to ACA or to public areas of ACA's Service and system (including without limitation bulletin boards, forums and chat rooms) by all means and in any media now known or hereafter developed. You also grant ACA the right to assign, transfer, license or sublicense any of the rights granted by the license grant in the previous sentence. You also grant the right to use your name in connection with the submitted materials and other information as well as in connection with all advertising, marketing and promotion material related to those materials and other information to ACA. You agree that you shall have no recourse against ACA for any alleged or actual infringement or misappropriation of any proprietary right in your communications to ACA or in your submissions to public areas of ACA's Service and system.
1. Member agrees to release, indemnify, defend and hold harmless ACA, its officers, directors, employees, agents, licensors, suppliers and any party who provides information to ACA's Service or systems from and against all claims, losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from use of ACA's Service or system, any violation of this Agreement or any activity related to Memberšs membership, including without limitation negligent, intentional or wrongful conduct) by the Member or any other person accessing ACA's Service or system using the Member's membership. 2. ACA reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you pursuant to Paragraph 1 of this section. In such event, you shall have no further obligations pursuant to Paragraph 1 of this section. ACA's reservation of its right to assume exclusive defense and control of any matter otherwise subject to indemnification by you pursuant to Paragraph 1 on this section does not create an obligation on the part of ACA to exercise its right.
The provisions of Section II (Internet accessible Bulletin Board Service) and Section V (Indemnification) benefit ACA and its officers, directors, employees, agents, licensors, suppliers and any party who provides information to ACA's Service or systems. Each of these individuals or entities are intended third party beneficiaries and shall have the right to assert and enforce the provisions of those sections directly against a Member directly on its own behalf.
1. This Agreement shall commence upon the completion of the registration process by the Member. 2. The Memberšs access and any rights and privileges under this Agreement may be terminated, restricted or suspended by ACA, at its sole discretion and without notice, at any time for any reason and may be terminated by Member upon notice to ACA at any time for any reason. ACA's reservation of its right to terminate, restrict or suspend the Member's access and any rights and privileges under this Agreement does not create an obligation on the part of ACA to exercise its right. ACA will have no liability to you for any termination, restriction or suspension of ACA's Service. 3. Your only right with respect to any dissatisfaction with any (i) Agreement term, policy, or practice of ACA in operating its system or providing ACA's Service; (ii) Content available on or through ACA's Service or a modification, revision, suspension or change therein; or (iii) amount or type of fees or billing methods, or change therein, is to terminate the Member's access and any rights and privileges under this Agreement according to the provisions of this Section. 4. TERMINATION, RESTRICTION OR SUSPENSION DOES NOT RELEASE LIABILITY FOR CHARGES DUE. 5. ACA reserves the right to delete all program, data, or other files on ACA's system that are associated with your membership at the time of termination. ACA's reservation of its right to delete all program, data, or other files on ACA's system that are associated with your membership does not create an obligation on the part of ACA to exercise its right. 6. The provisions of this Section as well as the provisions of Section I, paragraph (1) subpart (a) (Confidentiality and Use and Release of Member Information), Section II (Internet accessible Bulletin Board Service), Section IV (Proprietary Rights), Section V (Indemnification), Section VI (Third-Party Rights), Section VIII (Miscellaneous) and Section X (Entire Agreement) shall survive any termination of this Agreement.
1. Any action or claim which Member may have with respect to ACA's Service or system must be commenced within one year after the claim or cause of action arises or such claim or cause of action is barred. 2. ACA may assign its rights and obligations under this Agreement to any party at any time without notice to Member. 3. If this license is acquired under a U.S. Government contract or by a contractor which intends a transfer to the U.S. Government, use, duplication or disclosure by the U.S. Government and/or the Member is subject to restrictions as set forth in FAR 52.227-19(a)-(d). ACA reserves all unpublished rights under the United States copyright laws. If Member is a United States Government contractor, then Member may transfer its license under this Agreement to the United States Government, but only with ACA's written consent and only if the Government agrees to accept the license according to the Government's Restricted Rights terms above and otherwise agrees to abide by the terms of this Agreement. 4. Member shall not, directly or indirectly, export or re-export the Software to any country to which such export is prohibited by law. The terms "export" and "re-export" shall mean transferring or releasing the Software by any means including but not limited to physical or electronic means to another country or national or citizen of another country as well as its ordinary meaning and the meanings applicable under the law. 5. Section headings are included for convenience only and are not to be used to construe or interpret this Agreement. The language used in this Agreement is deemed to be the language chosen by the parties hereto to express their mutual intent, and no rule of strict construction will be applied against any person. 6. No delay, failure or waiver of either party's exercise or partial exercise of any right or remedy under this Agreement shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or remedy. 7. If any provision of this Agreement is held invalid, illegal or unenforceable, the validity, legality or enforceability of the remaining provisions shall in no way be affected or impaired thereby. In addition, the provision of the Agreement which is held to be invalid, illegal or unenforceable will be construed consistent with applicable law as nearly as possible to reflect the original intentions of the parties. 8. The Agreement is entered into in and shall be governed by the internal laws of the United States and the Commonwealth of Virginia and not the laws regarding conflicts of laws of the United States and the Commonwealth of Virginia. You and ACA agree to jurisdiction in the Commonwealth of Virginia and that the proper venue for any dispute will be the Fairfax County Circuit Court or the United States District Court for the Eastern District of Virginia, Alexandria Division and in the event that there is no other manner of service hereby appoint the Secretary of the Commonwealth of Virginia as your agent for service of process.
ACA may deliver notices to Members under this Agreement
by means of electronic mail, a general notice on ACA's Service and system,
or by written communication delivered by first class mail to Member's
address as it appears on record in ACA's membership information. You may
give notice to ACA, direct complaints or request additional information
relating to ACA's Service and system by electronic mail to
1. This Agreement, with any other instrument, agreement or document attached or referred to, which are incorporated by this reference as though set forth in full, embodies the final, full and exclusive statement of the agreement between ACA and Member, and as of its date supersedes all prior agreements, negotiations, representations and proposals, written or oral, relating to its scope. This Agreement shall not be construed to govern any other transaction between ACA and Member. Neither party shall be bound by or liable to the other party for any representation, promise or inducement made by any agent or person in their employ relating to the subject matter which is not embodied in this Agreement. 2. The terms of this Agreement shall prevail over any conflicting terms on any Purchase Order of a Member or any acknowledgment of this Agreement. |
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