Terms of Use

1. ACCEPTANCE OF TERMS

Celebrating the Sistas (also referred to in this agreement as "we," "our," and "us") provides a collection of online resources, including information regarding businesses as well as a mechanism to list and find businesses (referred to hereafter as “the Service”) subject to the following Terms of Use (“TOU”). By accessing, visiting, or using the Service in any way, you are agreeing, on behalf of yourself and any entity for which you an agent or you appear to represent (such entity also being included in the terms "you," "your," or "user" referred to in this TOU), to comply with the TOU. In addition, when using particular Celebrating the Sistas Services, you agree to abide by any further applicable posted guidelines for all Celebrating the Sistas Services, which may change from time to time. Should you object to any term or condition of the TOU, any guidelines, or any subsequent modifications thereto or become dissatisfied with the Service in any way, your only recourse is to immediately discontinue use of the Service.

2. MODIFICATIONS TO THIS TOU

We reserve the right, at our sole discretion, to change, modify or otherwise alter these terms and conditions at any time. Such modifications shall become effective immediately upon the posting thereof. You must review this TOU on a regular basis to keep yourself apprised of any changes. Your continued use or access to any part of the Services constitutes your acceptance of such changes.

3. ELIGIBILITY FOR USE

Celebrating the Sistas reserves some parts of the Service exclusively for business advertisers who are acceptable to Celebrating the Sistas in its sole discretion. Although Celebrating the Sistas attempts to limit the use of these parts of the Service to such businesses or advertisers (“businesses”), nothing herein shall create any right of action against Celebrating the Sistas for failing to adequately screen potential users or prevent the use of Celebrating the Sistas or the Service by users who are not legitimate business seekers or businesses. To access the Services or some of the resources offered, including contacting Celebrating the Sistas or registering to list your business, you may be asked to provide certain registration details or other information such as your name, email address, company information and other credentials. It is a condition of your use of the Services that all the information you provide in relation to the Services will be correct, current, and complete. If Celebrating the Sistas believes the information you provide is not correct, current, or complete, Celebrating the Sistas has the right to refuse or limit your access to the Services or any of its resources, and to block, terminate, or suspend your access at any time. This Website is not offered for use to anyone under age 13 or living outside of the United States.

4. CONTENT

You understand that all advertisements, messages, text, files, images, photos, video, sounds, or other materials (“Content”) posted on, transmitted through, or linked from the Service are the sole responsibility of the person from whom such Content originated. More specifically, you are entirely responsible for each individual item of Content that you post, email or otherwise make available via the Service. Likewise, if you request the assistance of Celebrating the Sistas to post Content, or if you imply consent that Celebrating the Sistas may post Content on your behalf, either by written or oral means, or you fail to inform Celebrating the Sistas that Content should be removed, you are equally responsible for the Content. You waive any and all claims against Celebrating the Sistas of a right of publicity for your image or likeness throughout the world by posting any information or pictures of yourself on Celebrating the Sistas. You understand that Celebrating the Sistas does not control, and is not responsible for personal Content made available through the Service, and that by using the Service, you may be exposed to Content that is offensive, indecent, inaccurate, misleading, or otherwise objectionable. When you post Content to the Service, you authorize and direct us to make such copies thereof as we deem necessary in order to facilitate the posting and storage of the Content on the Service. By posting Content to any part of the Service, you automatically grant, and you represent and warrant that you have the right to grant, to the Company an irrevocable, perpetual, non-exclusive, transferable, fully paid, royalty-free worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such Content for any purpose on or in connection with the Service or the promotion thereof, to prepare derivative works of, or incorporate into other works, such Content, and to grant and authorize sublicenses of the foregoing. You agree that you must evaluate, and bear all risks associated with, the use of any Content, that you may not rely on said Content, and that under no circumstances will Celebrating the Sistas be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise made available via the Service. You acknowledge that Celebrating the Sistas does not pre-screen or approve Content, but that Celebrating the Sistas shall have the right (but not the obligation) in its sole discretion to refuse, delete or move any Content that is available via the Service, for violating the letter or spirit of the TOU or for any other reason.

5. THIRD PARTY CONTENT, SITES, AND SERVICES

Celebrating the Sistas and Content available through the Service may contain features and functionalities that may link you or provide you with access to third party content which is completely independent of Celebrating the Sistas, including web sites, directories, servers, networks, systems, information and databases, applications, software, programs, products or services, and the Internet as a whole. Your interactions with organizations and/or individuals found on or through the Service, including business seekers and businesses, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. Celebrating the Sistas makes no representation or warranty as to the accuracy, completeness or authenticity of the information contained in any third party site or Content. Following links to any other websites is at your own risk, as is relying on Content or services provided by third parties. We do not guarantee the quality, safety or legality of, any Content or service provided by any business or advertiser, or the truth or accuracy of the descriptions of any Content provided by third parties. YOU AGREE THAT Celebrating the Sistas SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS THE RESULT OF ANY DEALINGS BETWEEN USERS OF THE SERVICE. IF THERE IS A DISPUTE BETWEEN USERS OF THE SERVICE, OR BETWEEN USERS AND ANY THIRD PARTY, YOU UNDERSTAND AND AGREE THAT Celebrating the Sistas IS UNDER NO OBLIGATION TO BECOME INVOLVED. IN THE EVENT THAT YOU HAVE A DISPUTE WITH ONE OR MORE OTHER USERS, YOU HEREBY FOREVER RELEASE Celebrating the Sistas, ITS OFFICERS, EMPLOYEES, AGENTS AND SUCCESSORS IN RIGHTS FROM CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND OR NATURE, KNOWN OR UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY RELATED TO SUCH DISPUTES AND/OR OUR SERVICE.

6. NOTIFICATION OF CLAIMS OF INFRINGEMENT

If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please send your notice (“Notice”) to Celebrating the Sistas’s agent for notice of claims of copyright or other intellectual property infringement: by email: rmgevents@raemackenziegroup.com. Please include the following with your Notice to our Abuse Agent: The identity of the material on Celebrating the Sistas that you claim is infringing, in sufficient detail so that we may locate it on the website; A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; Your address, telephone number, and email address; A statement by you declaring under penalty of perjury that (i) the above information in your Notice is accurate, and (ii) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner; and Your physical or electronic signature. You are solely responsible for providing the information required above and meeting any other notice requirements of the Digital Millennium Copyright Act 17 U.S.C. Section 512.

7. PRIVACY AND INFORMATION USE AND DISCLOSURE

Celebrating the Sistas may, in its sole discretion, preserve or disclose your Content, as well as your information, such as email addresses, IP addresses, timestamps, and other user information. Your personal information is further governed by Celebrating the Sistas’s Privacy Policy. You agree and affirmatively consent to receive communications from Celebrating the Sistas electronically in connection with your use of the Services, as well as for advertising regarding Celebrating the Sistas and its related entities' products and services. Celebrating the Sistas may communicate with you by email or by posting notices on the Services. You agree that all agreements, notices, disclosures, and other communications that Celebrating the Sistas provides to you electronically satisfy all legal requirements that communications or agreements be in writing and you consent to your being bound by electronically communicated agreements by your continued use of the Services after such agreements have been communicated to you.

8. CONDUCT

You agree not to post, email, or otherwise make available Content:

Additionally, you agree not to:

9. POSTING AGENTS

A “Posting Agent” is a third-party agent, service, or intermediary that offers to post Content to the Service on behalf of others. To moderate demands on Celebrating the Sistas’s resources, you may not use a Posting Agent to post Content to the Service

express permission or license from Celebrating the Sistas. Correspondingly, Posting Agents are not permitted to post Content on behalf of others, to cause Content to be so posted, or otherwise access the Service to facilitate posting Content on behalf of others, except with express permission or license from Celebrating the Sistas.

10. NO SPAM POLICY

You understand and agree that sending unsolicited email advertisements to Celebrating the Sistas email addresses or through Celebrating the Sistas computer systems is expressly prohibited by these TOU. Any unauthorized use of Celebrating the Sistas computer systems is a violation of the TOU and certain federal and state laws, including without limitation the Computer Fraud and Abuse Act (18 U.S.C. § 1030 et seq.). Such violations may subject the sender and his or her agents to civil and criminal penalties.

11. REGISTRATION

We may charge a fee for you to register to list your business. Fees paid by you to Celebrating the Sistas are non-refundable. Pricing and registration information for Celebrating the Sistas business registration is provided within the registration description within the website or by contacting Celebrating the Sistas sales representatives. Pricing and subscription information for listing a businesses or advertisement is available by contacting Celebrating the Sistas sales representatives. Celebrating the Sistas may change the price for business listing services from time to time by updating the Pricing Policy. Such changed price will take effect after the expiry of the then current paid for period (i.e. the term that you have already paid for). If you do not wish to be bound by such changed price relating to your listing, you may terminate your subscription as of the end of the then-applicable paid for period and thereby not renew your subscription term under the new pricing. Your continued access and use of the subscription after changes to the Pricing Policy constitutes an acceptance of those new prices and subscription terms. All billing and payment is in advance of the subscription term you select under this TOU. Celebrating the Sistas is not obligated to refund any payments already paid for any reason except as stated in this TOU, and any cancellation by you will take place at the end of your applicable subscription term. BY REGISTERING YOUR BUSINESS AND PROCESSING THE REGISTRATION THROUGH THE CHECKOUT, YOU EXPRESSLY AUTHORIZE Celebrating the Sistas TO BILL AND COLLECT PAYMENT FROM YOU BY ANY PAYMENT METHOD YOU REGISTER WITH Celebrating the Sistas OR ITS PAYMENT OR REGISTRATION VENDOR, INCLUDING, BUT NOT LIMITED TO, YOUR CREDIT CARD, BANK ACCOUNT, OR ONLINE PAYMENT SYSTEM SUCH AS PAYPAL. If you subscribe to the Celebrating the Sistas subscription Services, a fee for such services will be charged by the company designated by Celebrating the Sistas in accordance with the payment method you have chosen for your purchase. If you are paying by credit or debit card, by designating a card to be billed, you confirm that you are authorized to make such purchase and that you are the holder of such card (e.g., that the card is issued in your name). All prices stated on the Celebrating the Sistas website are exclusive of any applicable sales taxes and fees and are subject to change at any time, as set forth in this TOU. It is your responsibility to maintain proper payment and billing information with Celebrating the Sistas. Failure to maintain proper and up-to-date payment and billing information will result in the termination of your subscription. Your subscription to the Celebrating the Sistas subscription Services that you purchased will automatically renew, unless otherwise terminated by Celebrating the Sistas, at the end of the term you prepaid for under this TOU unless you take affirmative steps prior to the end of your subscription term to cancel your subscription. By not cancelling your subscription prior to the end of your then current subscription term, you agree that your subscription will renew, subject to the termination rights of Celebrating the Sistas, for the same level of subscription for which you are currently enrolled subject to the changes as set forth in the then current Pricing Policy. You authorize Celebrating the Sistas to automatically charge the subscription fee for such renewal to the payment method you previously provided to Celebrating the Sistas. If you register for a Celebrating the Sistas event, fees for such registrations will be charged by the company designated by Celebrating the Sistas in accordance with the payment method you have chosen for your purchase. If you are paying by credit or debit card, by designating a card to be billed, you confirm that you are authorized to make such purchase and that you are the holder of such card (e.g., that the card is issued in your name). All prices stated on the Celebrating the Sistas website are exclusive of any applicable sales taxes and fees and are subject to change at any time. In the event of a cancellation of a Celebrating the Sistas event for which you have paid your registration fee, Celebrating the Sistas will not refund your registration fee.

12. LIMITATIONS ON SERVICE

You acknowledge that Celebrating the Sistas may establish limits concerning use of the Service, including the maximum number of days that Content will be retained by the Service, the maximum number and size of postings, email messages, or other Content that may be transmitted or stored by the Service, and the frequency with which you may access the Service. You agree that Celebrating the Sistas has no responsibility or liability for the deletion or failure to store any Content maintained or transmitted by the Service. You acknowledge that Celebrating the Sistas reserves the right at any time to modify or discontinue the Service (or any part thereof) with or without notice, and that Celebrating the Sistas shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

13. ACCESS TO THE SERVICE

Subject to these TOU, Celebrating the Sistas grants you a limited, revocable, nonexclusive license to access and use the Service for your own personal use if you are a business seeker and for your company's use for registering to be listed if you are a business or advertiser. This license does not include: (a) access to the Service by Posting Agents; or (b) any collection, aggregation, copying, duplication, display or derivative use of the Service or the Content nor any use of data mining, robots, spiders, or similar data gathering and extraction tools for any purpose unless expressly permitted in writing by Celebrating the Sistas. A limited exception to (b) is provided to general purpose internet search engines and non-commercial public archives that use such tools to gather information for the sole purpose of displaying hyperlinks to the Service, provided they each do so from a stable IP address or range of IP addresses using an easily identifiable agent and comply with our robots.txt file. “General purpose internet search engine” does not include a website or search engine or other service that specializes in classified listings or in any subset of classifieds listings, or which is in the business of providing classified ad listing services. Celebrating the Sistas does not permit you to display on your website, or create a hyperlink on your website to, individual postings on the Service, absent express permission granted by Celebrating the Sistas to do so. You may create a hyperlink to the home page of Celebrating the Sistas, so long as the link does not portray Celebrating the Sistas, its employees, or its affiliates in a false, misleading, derogatory, or otherwise offensive matter, or insinuate approval, sponsorship, or affiliation between you and Celebrating the Sistas. Celebrating the Sistas may offer various parts of the Service in RSS format so that users can embed individual feeds into a personal website or blog, or view postings through third party software news aggregators. Celebrating the Sistas permits you to display, excerpt from, and link to the RSS feeds on your personal website or personal web blog, provided that (a) your use of the RSS feed is for personal, non-commercial purposes only, (b) each title is correctly linked back to the original post on the Service and redirects the user to the post when the user clicks on it, (c) you provide, adjacent to the RSS feed, proper attribution to “Celebrating the Sistas” as the source, (d) your use or display does not suggest that Celebrating the Sistas promotes or endorses any third party causes, ideas, websites, products or services, (e) you do not redistribute the RSS feed, and (f) your use does not overburden Celebrating the Sistas’s systems. Celebrating the Sistas reserves all rights in the content of the RSS feeds and may terminate any RSS feed at any time. Use of the Service beyond the scope of authorized access granted to you by Celebrating the Sistas immediately terminates said permission or license. In order to collect, aggregate, copy, duplicate, display or make derivative use of the Service or any Content made available via the Service for other purposes (including commercial purposes) not stated herein, you must first obtain a written license from Celebrating the Sistas that has been signed by one of Celebrating the Sistas’s authorized representatives. You may use the Services for purposes expressly permitted by the Services and these TOU. As a condition of your access and use of the Services, you warrant to Celebrating the Sistas that you will not use the Services for any purpose that is unlawful or prohibited by any part of these TOU. For example, you may not (and may not authorize any party to) (i) co-brand the Services, or (ii) frame the Services, without the express prior written permission of an authorized representative of Celebrating the Sistas. For purposes of this TOU, “co-branding” means to display a name, logo, trademark, or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish, or distribute the Services or content (including without limitation any downloadable material) accessible within the Services. You agree to cooperate with Celebrating the Sistas in causing any unauthorized co-branding or framing immediately to cease. In addition, you may not use the Services in any manner which could disable, overburden, damage, or impair the Services or interfere with any other party’s use and enjoyment of the Services. You may not obtain or attempt to obtain any materials, content, or information through any means not intentionally made available or provided for through the Services. You may not attempt to probe, scan or test the vulnerability of the Services or any system to which it is connected or attempt to breach any security measures. Any passwords used for the Services including, without limitation, any login portals are you’re your individual use only. You will be responsible for the security of your password (if any) and any actions taken by you or anyone using your password or other login credentials. Celebrating the Sistas will be entitled to monitor your password and, at its discretion, require you to change it. If you use a password that Celebrating the Sistas considers insecure, Celebrating the Sistas will be entitled to require the password to be changed and/or terminate your online account. If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to Celebrating the Sistas’s website or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You are prohibited from using any services or facilities provided in connection with the Services to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools, or network probing tools) is strictly prohibited. If you become involved in any violation of system security, Celebrating the Sistas reserves the right to release your details to system administrators at other websites or software platforms and law enforcement authorities in order to assist them in investigating, resolving, and prosecuting laws relating to security incidents. Celebrating the Sistas reserves the right to investigate suspected violations of this TOU. Celebrating the Sistas reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Celebrating the Sistas to disclose the identity of anyone using the Services, or publishing or otherwise making available or using any materials that are believed to violate this Agreement. BY ACCEPTING THIS AGREEMENT YOU WAIVE AND HOLD HARMLESS Celebrating the Sistas AND THEIR AFFILIATES FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY Celebrating the Sistas OR THEIR AFFILIATES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER Celebrating the Sistas, THEIR AFFILIATES, OR LAW ENFORCEMENT AUTHORITIES.

14. TERMINATION OF SERVICE

You agree that Celebrating the Sistas, in its sole discretion, has the right (but not the obligation) to delete or deactivate your account, block your email or IP address, or otherwise terminate or suspend your access to or use of the Service (or any part thereof), immediately and without notice, and remove and discard any Content within the Service, for any reason, including, without limitation, if Celebrating the Sistas believes that you have acted inconsistently with the letter or spirit of the TOU. Further, you agree that Celebrating the Sistas shall not be liable to you or any third-party for any termination of your access to the Service. Further, you agree not to attempt to use the Service after said termination. Any section which by its nature should survive termination, including your payment obligations for any registration shall survive termination of the TOU.

15. PROPRIETARY RIGHTS

The Service is protected to the maximum extent permitted by copyright and other intellectual property and information technology protection laws and international treaties. All Content belonging to or licensed to Celebrating the Sistas remains owned or licensed to Celebrating the Sistas and you are given no license or right to any such Content, express or implied, except as set forth in this TOU. You may not, and agree you will not copy, distribute, republish, display, perform, modify or otherwise create derivative works of all or any portion of the Service or the Content, and you will not remove, modify or obscure any intellectual property markings including without limitation any copyright notices. You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in the Service. Celebrating the Sistas, as well as certain other of the names, logos, and materials displayed on Celebrating the Sistas, constitute trademarks, trade names, service marks or logos (“Marks”) of Celebrating the Sistas or other entities. You are not authorized to use any such Marks. Ownership of all such Marks and the goodwill associated therewith remains with Celebrating the Sistas or those other entities. You hereby grant Celebrating the Sistas a non-exclusive, world-wide, royalty free right and license to use, copy, perform, display, and distribute as a part of the Service your trademarks, trade names, service marks or logos as part of identifying Celebrating the Sistas users and in conjunction with your use of the Services (e.g., the use of a company logo in relation to your registration of your business). Although Celebrating the Sistas does not claim ownership of Content that its users post, by posting Content to any public area of the Service, you automatically grant, and you represent and warrant that you have the right to grant, to Celebrating the Sistas an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, and distribute said Content and to prepare derivative works of, or incorporate into other works, said Content, and to grant and authorize sublicenses (through multiple tiers) of the foregoing. Furthermore, by posting Content to any public area of the Service, you automatically grant Celebrating the Sistas all rights, but not the obligation, necessary to prohibit any subsequent aggregation, display, copying, duplication, reproduction, or exploitation of the Content on the Service by any party for any purpose. You hereby grant to Celebrating the Sistas a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, display, make, use, sell, offer to sell and import all remarks, inventions, suggestions, feedback, and ideas you communicate to Celebrating the Sistas by you through the Services (together, the “Submission”), and to incorporate any Submission in other works in any form, media, or technology now known or later developed. Celebrating the Sistas will not be required to treat any Submission as confidential, and may use any Submission in its business (including without limitation, for goods, services, or advertising) without incurring any liability for royalties or any other consideration of any kind, and will not incur any liability as a result of any similarities that may appear in future Celebrating the Sistas operations. You warrant and represent that you own or otherwise control all of the rights to any Submission including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submission and grant the license you provide in accordance with this TOU, and that the Submission will not violate any law or the rights, including without limitation the intellectual property rights, of any person or entity. We welcome your feedback. Please send them to rmgevents@raemackenziegroup.com. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Celebrating the Sistas website in breach of this TOU, your right to use the website will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Celebrating the Sistas website or any content on the website is transferred to you, and all rights not expressly granted are reserved by Celebrating the Sistas. Any use of the website not expressly permitted by these TOU is a breach of this TOU and may violate copyright, trademark, and other laws.

16. DISCLAIMER OF WARRANTIES

YOU AGREE THAT USE OF Celebrating the Sistas AND THE SERVICE IS ENTIRELY AT YOUR OWN RISK AS IS YOUR CONTACT OR TRANSACTING WITH ANY LISTED BUSINESS OR ADVERTISER AND REGISTRATION OF ANY BUSINESS. Celebrating the Sistas AND THE SERVICE, AS WELL AS ANY BUSINESS LISTING, ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, Celebrating the Sistas DISCLAIMS ANY WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY, AND PERFORMANCE OF Celebrating the Sistas AND THE SERVICE AS WELL AS ANY BUSINESS LISTING. TO THE FULLEST EXTENT PERMITTED BY LAW, Celebrating the Sistas DISCLAIMS ANY WARRANTIES FOR OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON Celebrating the Sistas, INCLUDING WITHOUT LIMITATION ANY BUSINESS LISTING OR THE SERVICE, INCLUDING WITHOUT LIMITATION PERFORMANCE BY ANY USER OF ANY SERVICE OR ANY AGREEMENT BETWEEN USERS OF THE SERVICE OR USERS AND THIRD PARTIES, OR ACCESSED THROUGH ANY LINKS ON Celebrating the Sistas OR THE SERVICE, INCLUDING WITHOUT LIMITATION, WARRANTY OF TITLE TO OR DELIVERY OF ANY GOOD OR SERVICE, ANY WARRANTY WITH RESPECT TO INTELLECTUAL PROPERTY RIGHTS IN ANY GOOD OR SERVICE, ANY WARRANTY THAT ANY GOOD OR SERVICE CONFORMS TO ITS DESCRIPTION OR THE COLORS, TEXTURE AND DETAIL SHOWN ON THE USER’S COMPUTER MONITOR. Celebrating the Sistas AND ITS AFFILIATES DO NOT PROVIDE, NOR WILL THEY PROVIDE, ANY SERVICE TO OR FOR YOU EXCEPT THE SERVICE AS DEFINED IN THIS TOU, NOR IS Celebrating the Sistas AND ITS AFFILIATES A PARTY TO ANY AGREEMENT WHICH YOU MAY ENTER INTO WITH ANY OTHER USER OR THIRD PARTY. IF YOU ENGAGE THE SERVICES OF ANY INDIVIDUAL OR BUSINESS, ALL ARRANGEMENTS IN SUCH REGARD ARE SOLELY BETWEEN YOU AND THE CONCERNED INDIVIDUAL OR BUSINESS. TO THE FULLEST EXTENT PERMITTED BY LAW, Celebrating the Sistas DISCLAIMS ANY WARRANTIES FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH Celebrating the Sistas OR THE SERVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Celebrating the Sistas OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, some of the foregoing disclaimers may not apply to you insofar as they relate to implied warranties.

17. LIMITATIONS OF LIABILITY AND LIQUIDATED DAMAGES

UNDER NO CIRCUMSTANCES SHALL Celebrating the Sistas BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF Celebrating the Sistas HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY ASPECT OF YOUR USE OF Celebrating the Sistas OR THE SERVICE OR YOUR REGISTRATION OF YOUR BUSINESS OR CONTACT OR TRANSACTION WITH ANY ADVERTISER OR USE OF ANY ADVERTISER’S SERVICES OR PURCHASE OF THEIR GOODS, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF Celebrating the Sistas OR THE SERVICE, FROM INABILITY TO USE Celebrating the Sistas OR THE SERVICE, OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF Celebrating the Sistas OR THE SERVICE OR OTHERWISE. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH Celebrating the Sistas OR THE SERVICE, INCLUDING WITHOUT LIMITATION BUSINESS INFORMATION OR BUSINESS LISTINGS, OR ANY LINKS ON Celebrating the Sistas OR THE SERVICE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH Celebrating the Sistas. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. In some jurisdictions, limitations of liability are not permitted. In such jurisdictions, some of the foregoing limitation may not apply to you. You understand and agree that, because damages are often difficult to quantify, if it becomes necessary for Celebrating the Sistas to pursue legal action to enforce the TOU, you will be liable to pay Celebrating the Sistas the following amounts as liquidated damages, which you accept as reasonable estimates of Celebrating the Sistas’s damages for the specified breaches of the TOU: If you post a message that (i) impersonates any person or entity; (ii) falsely states or otherwise misrepresents your affiliation with a person or entity; or (iii) that includes personal or identifying information about another person without that person’s explicit consent, you agree to pay Celebrating the Sistas one thousand dollars ($1,000) for each such message. This provision does not apply to messages that are lawful non-deceptive parodies of public figures, although such postings are strictly prohibited as not in keeping with, and damaging to, the purpose of the Services. If Celebrating the Sistas establishes limits on the frequency with which you may access the Service, or terminates your access to or use of the Service, you agree to pay Celebrating the Sistas one hundred dollars ($100) for each message posted in excess of such limits or for each day on which you access Celebrating the Sistas in excess of such limits, whichever is higher. If you send unsolicited email advertisements to Celebrating the Sistas email addresses or through Celebrating the Sistas computer systems, you agree to pay Celebrating the Sistas twenty five dollars ($25) for each such email. If you post Content in violation of the TOU, other than as described above, you agree to pay Celebrating the Sistas one hundred dollars ($100) for each item of Content posted. In its sole discretion, Celebrating the Sistas may elect to issue a warning before assessing damages. If you are a Posting Agent that uses the Service in violation of the TOU, in addition to any liquidated damages under clause (d), you agree to pay Celebrating the Sistas one hundred dollars ($100) for each and every item of Content posted in violation of the TOU. A Posting Agent will also be deemed an agent of the party engaging the Posting Agent to access the Service (the “Principal”), and the Principal (by engaging the Posting Agent in violation of the TOU) agrees to pay Celebrating the Sistas an additional one hundred dollars ($100) for each item of Content posted by the Posting Agent on behalf of the principal in violation of the TOU. If you aggregate, display, copy, duplicate, reproduce, or otherwise exploit for any purpose any Content (except for your own Content) in violation of the TOU without Celebrating the Sistas’s express written permission, you agree to pay Celebrating the Sistas three thousand dollars ($3,000) for each day on which you engage in such conduct. Notwithstanding any other provision of the TOU, Celebrating the Sistas retains the right to seek the remedy of specific performance of any term contained in the TOU, or a preliminary or permanent injunction against the breach of any such term or in aid of the exercise of any power granted in the TOU, or to seek to recover damages beyond the aforementioned liquidated damages arising from or relating to a violation of this TOU or any combination thereof.

18. INDEMNITY

You agree to indemnify and hold Celebrating the Sistas, its officers, subsidiaries, affiliates, successors, assigns, directors, officers, agents, service providers, suppliers and employees, harmless from any claim or demand, including reasonable attorney fees and court costs, made by any third party due to or arising out of Content you submit, post or make available through the Service, your use of the Service, your violation of the TOU, your breach of any of the representations and warranties herein, your registration or advertisement of your business, your use of services of any advertiser, or your violation of any rights of another, provided that such indemnification does not extend to the extent such claim or demand is due to Celebrating the Sistas's own negligence or intentional misconduct.

19. GENERAL TERMS

The TOU, and any additional terms to which you agree when using particular elements of the Service, constitutes the entire agreement between you and Celebrating the Sistas and governs your use of the Service, superseding any prior agreement between you and Celebrating the Sistas. The failure of Celebrating the Sistas to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOU remain in full force and effect. YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO USE OF THE SERVICE OR THE TOU MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE FOREVER BARRED EXCEPT WHERE PROHIBITED BY LAW, SUCH AS, AND WITHOUT LIMITATION, NEW JERSEY. The laws of the State of Minnesota shall apply to this TOU, without regard to any conflict of laws provisions. Any controversy or claim arising out of or relating to this Agreement or your use of the Services, or the Content (a “Dispute”) shall be brought solely in the state of Minnesota and you hereby irrevocably consent to exclusive jurisdiction there. You further acknowledge that Celebrating the Sistas may seek equitable remedies against you such as a preliminary or permanent injunction and Celebrating the Sistas rights in its reputation and intellectual property are of a special, unique, extraordinary character, giving those rights peculiar value, the unauthorized use, damage, disclosure, or loss of which cannot be readily estimated and may not be adequately compensated for in monetary damages. At Celebrating the Sistas’s sole discretion, we may require You to submit any disputes arising from the use of these TOU or the Website, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Minnesota law. No rights, duties, agreements or obligations hereunder, may be assigned or transferred by operation of law, merger or otherwise, without the prior written consent of Celebrating the Sistas. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Celebrating the Sistas as a result of this agreement or use of the Services. If any provision of these TOU is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the TOU will continue in full force and effect.

Last Modified: February 21, 2018© 2018 Rae Mackenzie Group, Inc., All rights reserved.