LAST UPDATED: JANUARY 11, 2021
This Agreement is between you (“you”) and International Arbitration Club of New York (“IACNY,” “we,” “us”) concerning your use of the online site currently located at ArbitrationClub.org (together with any successor site(s) and all Services (as defined below), the “Site”).
- Jurisdictional Questions. The Site is controlled and operated by IACNY from the State of New York in the United States, and is not intended to subject IACNY to the laws or jurisdiction of any state, country or territory other than that of the United States. IACNY does not represent or warrant that the Site or any part thereof is appropriate or available for use in any particular jurisdiction other than the United States. In choosing to access the Site, you do so on your own initiative and at your own risk, and you are responsible for complying with all local laws, rules and regulations. You are also subject to United States export controls and are responsible for any violations of such controls, including any United States embargoes or other federal rules and regulations restricting exports. We may limit the Site’s availability, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion. Not all products or services described on the Site are available in all states or territories.
- Description of the Services. We provide users of the Site with access to certain content and services related to international arbitration, which may include, without limitation: (a) services such as information on international arbitration providers and rules and links to third-party websites; (b) content such as photographs, graphics, images, text, data and other similar content; and (c) access to forums for discussion of issues of interest to the international arbitration community (such content and services, collectively, the “Services“).
- Rules of Conduct. While using the Site you will comply with all applicable laws, rules and regulations. In addition, we expect users of the Site to respect the rights and dignity of others. Your use of the Site is conditioned on your compliance with the rules of conduct set forth in this section; your failure to comply with such rules may result in termination of your access to the Site pursuant to Section 17 below. You agree that you will not:
- Post, transmit, or otherwise make available, through or in connection with the Site:
- Any material that would give rise to criminal or civil liability.
- Any material the posting of which may infringe the intellectual property rights of any third party or for which you do not have ownership or appropriate license or permission to post.
- Any virus, worm, Trojan horse, Easter egg, time bomb, spyware, malware or other computer code, file, or program that is harmful or invasive or may or is intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment.
- Use the Site for any fraudulent or unlawful purpose.
- Use the Site to defame abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including without limitation others’ privacy rights or rights of publicity, or harvest or collect personally identifiable information about other users of the Site.
- Impersonate any person or entity, including without limitation any representative of IACNY; falsely state or otherwise misrepresent your credentials or resume; your affiliation with any person or entity in connection with the Site; or express or imply that we endorse any statement you make.
- Interfere with or disrupt the operation of the Site or the servers or networks used to make the Site available; or violate any requirements, procedures, policies or regulations of such networks.
- Restrict or inhibit any other person from using the Site (including without limitation by hacking or defacing any portion of the Site).
- Reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, any portion of, use of, or access to the Site.
- Modify, adapt, translate, reverse engineer, decompile or disassemble any portion of the Site.
- Remove any copyright, trademark or other proprietary rights notice from the Site or from materials originating from the Site.
- Frame or mirror any part of the Site without IACNY’s express prior written consent.
- Create a database by systematically downloading and storing Site content.
- Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or in any way gather Site content or reproduce or circumvent the navigational structure or presentation of the Site without IACNY’s express prior written consent. Notwithstanding the foregoing, IACNY grants the operators of public search engines permission to use spiders to copy materials from the site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials. IACNY reserves the right to revoke these exceptions either generally or in specific cases.
Additionally, you acknowledge and agree that you (and not IACNY) are responsible for obtaining and maintaining all telecommunications, broadband, and computer hardware, equipment, and services needed to access and use the Site, and paying all charges related thereto.
- Registration; User Names and Passwords. You may need to register to use all or part of the Site. You represent and warrant that all information submitted to IACNY in connection with such registration is complete and accurate. We may reject, or require that you change, any user name, password or other information that you provide to us in registering. Your user name and password are for your personal use only and should be kept confidential; you, and not IACNY, are responsible for any use or misuse of your user name or password, and you must promptly notify us of any confidentiality breach or unauthorized use of your user name or password, or your Site account.
- Profiles and Forums. Site visitors may be permitted to post certain information and materials on “profile pages” (each, a “Profile”) or publication or event listing pages (“Publications” or “Events”) or information on interactive services (for example, message boards, forums, blogs, chat functionality, messaging functionality and comment functionality on the Site, among other services) that we may provide through the Site (each, a “Forum“). You agree that any information that you post on the Site shall be accurate and shall not infringe any intellectual property or other rights on other parties. Nonetheless, please note that Site visitors may post messages or make statements in the Profiles and Forums that are inaccurate, misleading or deceptive. IACNY and its employees, officers, directors, steering committee, members, agents, representatives, licensors, suppliers and service providers (collectively, including IACNY, the “IACNY Entities”) neither endorse nor are responsible for any opinion, advice, information or statements made in the Profiles and Forums by third parties. Without limitation, the IACNY Entities are not responsible for any information or materials made available through the Profiles and Forums (including errors or omissions in Profiles and Forum postings or links or images embedded in a Profile or in Forum messages) or results obtained by using any such information or materials. Under no circumstances will any of the IACNY Entities be liable for any loss or damage caused by your reliance on such information or materials.
- The Site may make available certain functionality (including e-mail addresses, the “Contact Us” page, Forums and Profiles) through which you are able to post or send information and materials (each, a “Submission”). By posting a Submission you agree that you have ownership or adequate license or permissions to post the Submission. For purposes of clarity, you (or the owner of the material licensed to you) retain any ownership rights that you may have in any of the Submissions that you post, subject to the terms and conditions of this Agreement. For each Submission that you make available through or in connection with the Site, you hereby grant to us a world-wide, royalty-free, fully paid-up, non-exclusive, perpetual, irrevocable, transferable and fully sublicensable (through multiple tiers) license, without additional consideration to you or any third party, to: reproduce, distribute, perform and display (publicly or otherwise), adapt, modify and otherwise use and exploit such Submission, in any format or media now known or hereafter developed, and for any purpose (including promotional purposes, such as displaying a user comment on the front page of the Site as a testimonial), and you hereby represent and warrant that you have all necessary rights to grant the foregoing license. If there is any doubt as to whether you have the authority to grant the foregoing license as to a Submission, please do not make the Submission.
- Unless we expressly agree otherwise in writing, if you provide us with any ideas, proposals, suggestions or materials (“Input”), whether related to the Site, the Services or otherwise, you hereby acknowledge and agree that (a) your provision of any Input is gratuitous, unsolicited and without restriction and does not place IACNY under any fiduciary or other obligation; (b) any Input is not confidential and IACNY has no confidentiality obligations with respect to such Input; and (c) to the extent permitted under applicable law, any Input will become our sole property. Without limiting the foregoing, you hereby grant to us a world-wide, royalty-free, fully paid-up, exclusive, perpetual, irrevocable, transferable and fully sublicensable (through multiple tiers) license, without additional consideration to you or any third party, to: reproduce, distribute, perform and display (publicly or otherwise), adapt, modify and otherwise use and exploit such Input, in any format or media now known or hereafter developed, and you hereby represent and warrant that you have all necessary rights to grant the foregoing license. We may use Input for any purpose whatsoever without compensation to you or any other person. You are and remain responsible and liable for the content of any Input.
- Accuracy of Information. We attempt to ensure that information provided on or in connection with this Site is complete, accurate and current. Despite our efforts, such information may occasionally be inaccurate, incomplete or out of date. We make no representation as to the completeness, accuracy or timeliness of such information.
- You acknowledge and agree that (a) we reserve the right (but have no obligation) to do any or all of the following, at our discretion: (i) monitor Submissions; and/or (ii) disclose any Submissions or Input, and the circumstances surrounding their transmission, to any third party in order to operate the Site; to protect the IACNY Entities, and the Site’s users and visitors; to comply with legal obligations or governmental requests; to enforce this Agreement; or for any other reason or purpose.
- IACNY’s Proprietary Rights. The information and materials made available through the Site, including the Services, are and shall remain the property of IACNY and its licensors and suppliers, and are protected by copyright, trademark, patent, and/or other proprietary rights and laws. Subject to your compliance with this Agreement, and solely for so long as you are permitted by IACNY to access and use the Site, you may view one (1) copy of any content on the Site to which we provide you access hereunder on any single computer solely for your personal, non-commercial use, provided that you keep intact all copyright and other proprietary notices. Except as expressly authorized in advance by IACNY in writing, you agree not to reproduce, modify, rent, lease, loan, sell, distribute, or create derivative works based (whether in whole or in part) on, all or any part of the Site or any materials made available through the Site. Trade names, trademarks and service marks of IACNY include without limitation, IACNY and any associated logos. All trademarks and service marks on the Site not owned by IACNY are the property of their respective owners. The trade names, trademarks and service marks owned by IACNY, whether registered or unregistered, may not be used in connection with any product or service that is not ours, in any manner that is likely to cause confusion. Nothing contained on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of IACNY’s trade names, trademarks or service marks without our express prior written consent.
- The Site may provide links to other web sites and online resources. Because IACNY has no control over such sites and resources, you acknowledge and agree that the IACNY Entities are not responsible for the availability of such external sites or resources, and the IACNY Entities neither endorse nor are responsible or liable for any content, advertising, products or other materials on or available through such sites or resources. IACNY is not affiliated with any law firm, arbitration administration organization or other company that may be listed on the Site, and such listing does not imply any endorsement by IACNY of those entities or their products or services. Other web sites may provide links to the Site with or without our authorization. You acknowledge and agree that IACNY does not endorse such sites, and are not and shall not be responsible or liable for any links from those sites to the Site, any content, advertising, products or other materials available on or through such other sites, or any loss or damages incurred in connection therewith.
YOU AGREE THAT YOUR USE OF THIRD-PARTY WEB SITES AND RESOURCES, INCLUDING WITHOUT LIMITATION, YOUR USE OF ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS, OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH WEB SITES AND RESOURCES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH SITES AND RESOURCES. IACNY shall have the right, at any time and in its sole discretion, to block links to the Site through technological or other means without prior notice.
- Disclaimer of Warranties. THE SITE AND ANY GOODS OR SERVICES MADE AVAILABLE THROUGH OR IN CONNECTION WITH THE SITE ARE PROVIDED TO YOU “AS IS” WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY. YOU AGREE THAT YOU MUST EVALUATE, AND THAT YOU BEAR ALL RISKS ASSOCIATED WITH, THE USE OF THE SITE, INCLUDING WITHOUT LIMITATION, ANY RELIANCE ON THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY MATERIALS AVAILABLE THROUGH THE SITE. THE IACNY ENTITIES DISCLAIM ALL WARRANTIES WITH RESPECT TO THE SITE AND ANY PRODUCT OR SERVICE (INCLUDING WITHOUT LIMITATION, THIRD-PARTY PRODUCTS AND SERVICES) OBTAINED THROUGH THE SITE, TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, AND TITLE. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DEFECT OR PROBLEM WITH GOODS PURCHASED THROUGH THE SITE SHALL BE REPLACEMENT OF THE DEFECTIVE GOODS OR A REFUND OF THE PURCHASE PRICE, EXLUDING SHIPPING.
- Limitation of Liability. THE IACNY ENTITIES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND, UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, USE, DATA, LOSS OF OTHER INTANGIBLES, LOSS OF SECURITY OF INFORMATION YOU HAVE PROVIDED IN CONNECTION WITH YOUR USE OF THE SITE, OR UNAUTHORIZED INTERCEPTION OF ANY SUCH INFORMATION BY THIRD PARTIES, EVEN IF ADVISED IN ADVANCE OF SUCH DAMAGES OR LOSSES. IN PARTICULAR, AND WITHOUT LIMITATION, THE IACNY ENTITIES WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND RESULTING FROM YOUR USE OF OR INABILITY TO USE THE SITE OR FROM ANY CONTENT POSTED ON THE SITE BY IACNY OR ANY THIRD PARTY. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE IS TO STOP USING THE SITE. THE MAXIMUM LIABILITY OF IACNY FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT, IF ANY, PAID BY YOU TO IACNY TO ACCESS AND USE THE SITE. IT IS POSSIBLE THAT APPLICABLE LAW MAY NOT ALLOW FOR LIMITATIONS ON CERTAIN IMPLIED WARRANTIES OR EXCLUSIONS OR LIMITATIONS OF CERTAIN DAMAGES; SOLELY TO THE EXTENT THAT SUCH LAW APPLIES TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. While we try to maintain the integrity and security of the Site and the servers from which the Site is operated, we do not guarantee that the Site will be or remain secure, complete or correct, or that access to the Site will be uninterrupted. The Site may include inaccuracies, errors and materials that violate or conflict with this Agreement. Additionally, third parties may make unauthorized alterations to the Site. If you become aware of any unauthorized third-party use or alteration to the Site, contact us at firstname.lastname@example.org with a description of the material(s) at issue and the URL or location on the Site where such material(s) appear.
- You agree to indemnify, hold harmless and, at IACNY’s option, defend the IACNY Entities, from and against all claims, losses, costs and expenses (including attorneys' fees) arising out of (a) your use of, or activities in connection with, the Site (including all Transactions); (b) any infringement of the intellectual property rights of third parties resulting from any Submission made by you to the Site; and/or (c) any violation of this Agreement by you.
- This Agreement is effective until terminated. IACNY, in its sole discretion, may terminate your access to or use of the Site, at any time and for any reason, including if IACNY believes that you have violated or acted inconsistently with the letter or spirit of this Agreement. Upon any such termination, your right to use the Site will immediately cease. You agree that any termination of your access to or use of the Site may be effected without prior notice, and that IACNY may immediately deactivate or delete your password and user name, and all related information and files associated with it, and/or bar any further access to such information or files. You agree that IACNY shall not be liable to you or any third party for any termination of your access to the Site or to any such information or files, and shall not be required to make such information or files available to you after any such termination. Sections 2, 8, 9, 11, 12 (other than the second sentence), 13–18 and 20-24 shall survive any expiration or termination of this Agreement.
- Governing Law; Jurisdiction; Dispute Resolution by Arbitration. This Agreement is governed by and shall be construed in accordance with the laws of the State of New York, U.S.A., without regard to any conflicts of law principle that would result in the application of the law of another jurisdiction. To the maximum extent permitted by law, you agree THAT YOU WAIVE (OR IN CALIFORNIA THAT YOU WILL, AS SOON AS PERMITTED, WAIVE) TRIAL BY JURY. You agree that any dispute will be arbitrated under the Commercial Rules of the American Arbitration Association in New York County, New York, U.S.A. Any award issued as a result of such arbitration shall be binding and enforceable in courts of applicable jurisdiction. Certain persons in IACNY may have connections with the American Arbitration Association. You agree that so long as those persons are not directly involved in the resolution of any dispute you have with IACNY you waive any potential conflict this overlap may cause. To the extent the law does not permit the dispute to be resolved by arbitration, or judicial assistance is otherwise necessary in connection with an arbitration, you agree to the exclusive jurisdiction of the federal and state courts located in New York County, New York, U.S.A., and waive any jurisdictional, venue or inconvenient forum objections to such courts. Nothing in this provision shall bar recourse to courts to the extent otherwise permitted by law for emergent or interim relief upon a showing such relief is required before an arbitration can commence or involves parties in addition to those to this Agreement.
- Contact Us. If you have any questions regarding the meaning or application of this Agreement, please direct such questions to email@example.com. Please note that e-mail communications will not necessarily be secure; accordingly you should not include credit card information or other sensitive information in your e-mail correspondence with us.
- Copyright Infringement Claims. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials available on the Site infringe your copyright, you (or your agent) may send IACNY a notice requesting that IACNY remove the material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send IACNY a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices should be sent to: Jacob M. Kaplan, Baker McKenzie LLP, 452 Fifth Avenue, New York, NY 10018, +1 (212) 891-3896, Kaplan@bakermckenzie.com. We suggest that you consult your legal advisor before filing a notice or counter-notice. Notwithstanding our right to terminate set forth in Section 17 above, if three or more of your Submissions in any 12-month period are subject to valid takedown notices that result in the removal of such Submissions, we will terminate your right to access and use of the Site as a repeat infringer.
- Notice for California Residents. Without acknowledging its applicability, under California Civil Code Section 1789.3, California users may be entitled to the following consumer rights notice: If you have a question or complaint regarding the Site, please contact us by writing to the email address in Section 19 above, mailing Jacob M. Kaplan, Baker McKenzie LLP, 452 Fifth Avenue, New York, NY 10018 or calling Jacob M. Kaplan at +1 (212) 891-3896. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
- Ability to Enter Into This Agreement. By using the Site, you affirm that you are of legal age to enter into this Agreement.
- This Agreement does not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and IACNY. If any provision of this Agreement is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision. You may not assign, transfer or sublicense any or all of your rights or obligations under this Agreement without our express prior written consent. We may assign, transfer or sublicense any or all of our rights or obligations under this Agreement without restriction. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof. This Agreement, together with all policies referred to herein, is the entire Agreement between you and IACNY relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and IACNY relating to such subject matter. Notices to you may be made via posting to the Site, by e-mail, or by regular mail, in IACNY’s discretion. The Site may also provide notices of changes to this Agreement or other matters by displaying such notices or by providing links to such notices. Without limitation, you agree that a printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. IACNY will not be responsible for failures to fulfill any obligations due to causes beyond its control.
- Disclaimers. The information contained on the Site is provided for informational purposes only, and should not be construed as legal advice on any subject matter. No recipient of content from this Site should act or refrain from acting on the basis of any content included in the Site without seeking the appropriate legal or other professional advice on the particular facts and circumstances at issue from an attorney licensed in the recipient’s jurisdiction. The content of this Site contains general information and may not reflect current legal developments. IACNY expressly disclaims all liability in respect to actions taken or not taken based on any or all of the contents of this Site. IACNY does not provide legal services. The transmission of the Site, in part or in whole, and/or communication with IACNY via e-mail or through this Site does not constitute or create an attorney-client relationship between IACNY (or any of its officers, directors or employees) and any recipients. IACNY does not necessarily endorse, and is not responsible for, any third-party content that may be accessed through this Site.