Effective Date: March 2019

IMPORTANT – THIS IS A LEGAL AGREEMENT BETWEEN YOU (referenced herein as “You” or “User” or with “Your”) AND THE ASSOCIATION FOR TALENT DEVELOPMENT (referenced herein as “LMI”) THAT APPLIELABOR MANAGEMENT INSTITUTE, INC., (LMI), NAMELY www.LMInstitute.com (referenced collectively herein as the “Website”). YOU SHOULD THEREFORE READ CAREFULLY THE FOLLOWING TERMS AND CONDITIONS CONTAINED IN THIS TERMS OF USE AGREEMENT (the or this “TOU”) AS THEY GOVERN YOUR ACCESS AND USE (TOU) OF THE WEBSITE. ATD IS WILLING TO LICENSE THE USE OF THE WEBSITE ONLY ON THE CONDITION THAT YOU ACCEPT AND AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED IN THIS TOU. IF YOU DO NOT AGREE WITH THIS TOU, YOU ARE NOT GRANTED PERMISSION TO ACCESS OR OTHERWISE USE THIS WEBSITE AND ARE INSTRUCTED TO EXIT THIS WEBSITE OR PORTAL IMMEDIATELY.

Terms and Conditions

1. License Grant. This TOU provides to you a personal, revocable, limited, non-exclusive, royalty-free, non-sub-licensable, non-transferable license to use the Website conditioned on Your continued compliance with the terms and conditions of this TOU. You may print and download materials and information from the Website solely for Your personal use, provided that all hard copies contain all LMI copyright and other applicable notices contained in such materials and information. The content layout, formatting, and features of and access privileges for the Website shall be as determined by LMI in its sole discretion.
2. Restrictions. Notwithstanding the foregoing, you may not modify, translate, decompile, create derivative work(s) of, copy, distribute, disassemble, broadcast, transmit, publish, remove or alter any proprietary notices or labels, license, sublicense, transfer, sell, mirror, frame, exploit, rent, lease, private label, grant a security interest in, or otherwise use in any manner not expressly permitted herein the Website. Specifically, and by way of illustration and not limitation, you may not separate and use any graphics, photographs, or other audio, visual, or video elements from the accompanying text or material without the prior express written permission of LMI and/or its licensor(s). Moreover, you may not (a) use any “deep link,” “page scrape,” “robot,” “spider,” or other automatic device, program, script, algorithm, or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of the Website or in any way reproduce or circumvent the navigational structure or presentation of the Website to obtain or attempt to obtain any materials, documents, or information through any means not purposely made available through the Website, (b) attempt to gain unauthorized access to any portion or feature of the Website or any other systems or networks connected to the Website or to any LMI server or to any of the services offered on or through the Website, by hacking, password “mining,” or any other illegitimate or prohibited means, (c) probe, scan, or test the vulnerability of the Website or any network connected to the Website, nor breach the security or authentication measures on the Website or any network connected to the Website, (d) reverse look-up, trace, or seek to trace any information on any other person or entity accessing or using the Website, (e) take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Website or LMI’s systems or networks or any systems or networks connected to the Website, (f) use any device, software, or routine to interfere with the proper working of the Website or any transaction conducted on the Website, or with any other person’s use of the Website, (g) forge headers, impersonate a person, or otherwise manipulate identifiers in order to disguise Your identity or the origin of any message or transmittal you send to LMI on or through the Website, (h) use the Website to harvest or collect e-mail addresses or other contact information; or (i) use the Website in an unlawful manner or in a manner that could damage, disparage, or otherwise negatively impact LMI.
3. User Obligations. By downloading, accessing, or using the Website in order to view any information and materials, register or enter into a transaction with or through LMI for any reason, or submit information of any kind, you represent that you are at least eighteen (18) years of age (or the legal age of majority (whichever is greater)) and will, at all times, provide true, accurate, current, and complete information when submitting information or materials on the Website, including, without limitation, when you provide information via a Website registration or submission form. If you provide any false, inaccurate, untrue, or incomplete information, LMI reserves the right to terminate immediately Your access to and use of the Website and to seek other remedies or damages available under law or equity. In addition, you agree to abide by all applicable local, state, national, and international laws and regulations with respect to Your use of the Website. You also acknowledge and agree that use of the Internet and access to the Website is solely at Your own risk. While LMI has endeavored to create a secure and reliable Website, you should understand that the confidentiality of any communication or material transmitted to/from the Website over the Internet or other form of global communication network cannot be guaranteed. Accordingly, LMI is not responsible for the security of any information transmitted to or from the Website. You must make Your own determination as to such issues. If you wish to communicate with LMI through other means, please contact LMI at SUPPORT@LMInstitute.com or 952-746-7610.
4. Other Terms and Conditions. Additional notices, terms, and conditions may apply to participation, subscription, or a particular program, service, event, or solution. Moreover, if You are using the Website on behalf of an entity, please note that such entity may have a separate agreement with LMI regarding access and usage privileges to the restricted member portal areas of the Website. You agree to abide by such other notices, terms, and conditions or agreement, as applicable. If there is a conflict between this TOU and other notices, terms, and conditions posted to the Website, LMI shall resolve any conflict in good faith in its sole discretion but the latter terms shall generally control with respect to such participation, subscription, or program, service, event, or solution.
5. Privacy Policy. You understand, acknowledge, and agree that the operation of certain areas of the Website may require or involve the submission, use, and dissemination of various personally identifiable information. Please see LMI’s Privacy Policy for a summary of LMI’s personal identifying information collection and use practices.
6. User Name Handling Policy. Registration may be required for access to certain areas of the Website. These restricted areas, pages, or portals may further require both a user name and a password or adherence to other particular access requirements as designated by LMI. Only one User can use one user name and password and, thus, one account.

By limiting access, it helps avoid unauthorized usage by other persons, institutions, or entities because anyone with knowledge of both Your user name and password can gain entry to the restricted portions of the Website and to Your account. Accordingly, by using the Website, you agree to consider Your user name and password as confidential information and to keep Your user name and password confidential. You also agree not to use another User’s user name and password. You will immediately notify LMI if you become aware of any loss or theft of Your password or any unauthorized use of Your user name and password. LMI will not be liable for any loss or damage arising from Your failure to comply with these obligations.

• Postings. The Website may contain blogs, forums, message boards, portals, comment areas, questionnaires, chat rooms, and other interactive features and functionality where Users can share and post information and/or photos, video, or audio. To the extent that the Website contains such communication forums (referenced collectively herein as “Forums”), you agree that by using the Website you will NOT upload, post, display, or transmit any of the following materials on the Website’s Forums:
  • anything that interferes with or disrupts the Website or the operation thereof,
  • statements or material that defames, harasses, abuses, stalks, threatens, intimidates, or in any way violates the rights of others,
  • unauthorized copyrighted materials or any other material that infringes on the intellectual property rights, trade secrets, or privacy of others,
  • statements or material that violates other contractual or fiduciary rights, duties, or agreements,
  • statements or material that is bigoted, hateful, or racially offensive,
  • statements or material that encourages criminal conduct or that would give rise to civil liability or otherwise violates any law or regulation in any jurisdiction,
  • statements or material that constitutes anti-competitive collaboration and/or antitrust violations,
  • statements or material that contains vulgar, obscene, profane, or otherwise objectionable language or images that typically would not be considered socially or professionally responsible or appropriate in person,
  • statements or material that harms minors,
  • statements or material that impersonates any other person or entity, whether actual or fictitious, including, without limitation, employees and representatives of LMI,
  • statements or material that misrepresents Your affiliation with any entity and/or LMI,
  • anything that violates the privacy or publicity rights of any other person, including, without limitation, posting any personal identifying information of another individual,
  • chain letters or pyramid schemes,
  • statements or materials that are deceptive or misleading,
  • statements or material that constitutes junk mail, spam, or unauthorized advertising or promotional materials,
  • statements or material that are “off-topic” for a designated Forum, and
  • files that contain malicious code, viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer, network, or the Website.

• Permission to Use Postings. Forums are the resources and property of LMI and/or its licensors and you will not have any proprietary interest in any Forum. Moreover, by submitting content or information of any type (a “Posting”) to a Forum or other portion of the Website or by otherwise using the Website to transmit or display a Posting, you automatically grant LMI a royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, publish, translate, create derivative works from, distribute, transmit, perform, and display such content or information (in whole or in part) worldwide and/or to incorporate into other works in any form, media, or technology now known or later developed for the full term of any rights that may exist in such content or information. You represent that you have all necessary rights to make the Posting available to LMI and a Forum, and you also acknowledge that such Postings are non-confidential for all purposes and that LMI has no control over the extent to which any idea or information may be used by any party or person once it’s posted or displayed. Accordingly, notwithstanding this right and license, it is understood that by merely permitting Your information, content, and materials to appear on the Website LMI has not become and is not a publisher of such information, content, and materials and is merely functioning as an intermediary to enable you to provide and display a Posting. Moreover, LMI assumes no responsibility for the deletion of or failure to store any Posting and recommends that you do not post, display, or transmit any confidential or sensitive information.
• No Pre-Screening of Postings. LMI is not responsible for screening, policing, editing, or monitoring Your or another User’s Postings and encourages all of its Users to use reasonable discretion and caution in evaluating or reviewing any Posting. Moreover, and except as provided below with respect to LMI’s right and ability to delete or remove a Posting (or any part thereof), LMI does not endorse, oppose, or edit any opinion or information provided by you or another User and does not make any representation with respect to, nor does it endorse the accuracy, acceptability, completeness, timeliness, or reliability of any advice, opinion, statement, or other material displayed, uploaded, or distributed by you or any other User. Nevertheless, LMI reserves the right to monitor, delete, or take other action with respect to Postings (or parts thereof) that LMI believes in good faith violate this TOU and/or are, or are potentially, unlawful or harmful to LMI or its affiliates, volunteers, services, or goodwill. If you violate this TOU, LMI may, in its sole discretion, delete the unacceptable content from Your Posting, remove or delete the Posting in its entirety, issue you a warning, and/or terminate Your use of the Website. Moreover, it is a policy of LMI to take appropriate actions under the Digital Millennium Copyright Act under U.S. Copyright Law and other applicable intellectual property laws. If you become aware of Postings that violate these rules regarding acceptable behavior or content, you may contact LMI as provided below.
• Copyright; Designated Agent for Notification of Claims of Infringement. LMI respects the intellectual property of others, and it asks its Users to do the same. Accordingly, it is LMI’s policy to respond to a notice of alleged infringement that complies with U.S. Copyright Law, and in particular, the Digital Millennium Copyright Act. Responses may include removing or disabling access to content or material claimed to be the subject of infringing activity and/or terminating Your right to access and use the Website. But, you acknowledge that you may be liable for damages, including attorneys’ fees and costs, if you materially misrepresent that a work or activity is infringing Your rights. If LMI terminates or suspends a User’s access to or use of the Website, LMI will make a good-faith attempt (as warranted) to contact the person who posted the content so that they may make counter notification pursuant to applicable laws.

It is LMI’s policy to document all notices of alleged infringement upon which LMI decides to take action. As with all legal notices, a copy of the notice may be sent to one or more third parties who may make such notice available to the public. If you believe that one or more of Your works have been copied in a way that constitutes copyright infringement, please provide a written notice of Your claim of copyright infringement that is directed to LMI’s designated agent as specified below along with the following information:

1. A signature of a person authorized to act on behalf of the owner of the copyright interest that is allegedly infringed;
2. A description, in reasonable detail (including any applicable URL address), of the copyrighted work that you claim has been infringed;
3. A description, in reasonable detail, of where the material that you claim is infringing is located on the Website;
4. Your address, telephone number, and e-mail address;
5. 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; and
6. A statement by you, made under penalty of perjury, that the above information in Your written notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
7. Designated Agent: Labor Management Institute, Inc. Attn: ChrysMarie Suby, President-CEO, P.O. Box 386135, Bloomington, MN, 55438. Phone: 952-746-7610.

Counter notification, as permitted by applicable law and, in particular, the Digital Millennium Copyright Act, may be sent to the LMI’s Designated Agent. All counter notifications must include responsive information to what is set forth above including any required statements, support documentation and signatures.

1. Proprietary Rights. This TOU provides only a limited license to access and use the Website. Accordingly, you expressly acknowledge and agree that LMI transfers no ownership or intellectual property interest or title in and to the Website to you or anyone else. All text, graphics, headers, icons, user interfaces, visual interfaces, photographs, sounds, artwork, computer code (including HTML, CSS, XML, and JavaScript code), programs, software, products, information, and documentation as well as the design, structure, selection, coordination, expression, “look and feel,” and arrangement of any content contained on or available through the Website, unless otherwise indicated, are owned, controlled, and licensed by LMI (and its successors and assigns) and/or licensors and are protected by law including, but not limited to, United States copyright, trade secret, patent, and trademark law, as well as other state, national, and international laws and regulations. Except as expressly provided herein, LMI does not grant any other express or implied right to you or any other person under any intellectual or proprietary rights. Accordingly, Your unauthorized use of the Website may violate intellectual property or other proprietary rights laws as well as other laws, regulations, and statutes. This Website and its contents are Copyright ©1981-2019 Labor Management Institute, Inc., and/or its licensors. All rights reserved. LMI also owns a copyright in the contents of the Website as collective work and/or compilation and in the selection, coordination, arrangement, and enhancement of the content of the Website. “LMI” and all other names, designs, logos, and icons identifying LMI and its programs, events, solutions, or services are proprietary trademarks of LMI, and any use of such marks, including, without limitation, as domain names, without the express written permission of LMI is strictly prohibited. Other product, association, organization, and company names mentioned herein may be the trademarks and/or service marks of their respective owners.
2. GOVERNMENT RIGHTS. The use of the Website including, without limitation, its reproduction and display by the United States of America and/or any other country and its or their respective instrumentalities (including prime contractors or any other contractor at any tier), agencies, or offices, regardless of form (collectively, the “Government”), shall be governed by this TOU. Accordingly, the Website is provided to the Government with LIMITED RIGHTS and/or RESTRICTED RIGHTS (as applicable). Use, duplication, or disclosure by the Government is subject to restrictions as set forth in subparagraph (g) of the Rights in Data – General clause at 48 C.F.R. § 52.227-14, subparagraphs (b)(1) and (2) of the Commercial Computer Software License clause at 48 C.F.R. § 52.227-19, or subparagraph (b)(1) of Technical Data–Commercial Items clause at D.F.A.R.S. § 252.227-7015, as applicable. Moreover, all LMI products and materials, including the Website, are commercial in nature and were not first produced in the performance of any Government contract. Accordingly, the data, software and documentation available through the Website Data are “Commercial Items,” as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation,” as such terms are used in 48 C.F.R. §12.212 or D.F.A.R.S. § 252.227-7014, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §§227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are licensed to Government end users (a) only as Commercial Items and (b) with only those rights as are granted to other end users pursuant to the terms and conditions herein. For any use of the Website that would require compliance by LMI with a particular Government requirement not identified herein or that would affect LMI’s rights, the applicable Government entity, agency, or office must notify LMI of said Government requirement and obtain a waiver or exemption from such requirements for the benefit of LMI before any government access to the Website. Any Government Licensee shall also affix the following “Government Rights Notice” to any copy of any information downloaded or printed from the Website made available to any Government Authorized User:

Government Rights

(a) Data. This data is submitted with limited rights and is subject to the terms of the Labor Management Institute, Inc., (“LMI’s”) current commercial license agreement. This data may be used by the Government with the express limitation that the Government will not, without written permission of the LMI, be used in any manner prohibited by LMI’s current commercial license agreement.

(b) Software. Use, reproduction, or disclosure is subject to restrictions set forth in LMI’s current commercial license agreement.

(c) This notice shall be marked on any reproduction of this data, in whole or in part.

1. Feedback. LMI welcomes Your feedback and suggestions about LMI’s programs or services or with respect to how to improve the Website. By transmitting any suggestions, information, material, or other content (collectively, “Feedback”) to LMI, you represent and warrant that such Feedback does not infringe or violate the intellectual property or proprietary rights of any third party (including, without limitation, patents, copyrights, or trademark rights) and that you have all rights necessary to convey to LMI and enable LMI to use such Feedback. In addition, any Feedback received through the Website will be deemed to include a royalty-free, perpetual, irrevocable, transferable, non-exclusive right and license for LMI to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works, and display (in whole or in part) worldwide, or act on such Feedback without additional approval or consideration, in any form, media, or technology now known or later developed for the full term of any rights that may exist in such content, and you hereby waive any claim to the contrary.
2. Third Party Products & Services. LMI, in its sole discretion, may feature and/or post the advertisements or logos of third parties on the Website and/or feature or utilize on the Website materials, programs, products, and services provided by third parties over which LMI has no control. LMI makes no representations with respect to, nor does it guarantee or endorse, the quality, non-infringement, accuracy, completeness, timeliness, reliability, or correct sequencing of such third-party materials, programs, products, and services or any other materials, programs, products, and services which such third-party materials, products, and services may access. Your correspondence or any other dealings with third parties found on the Website are solely between you and such third party. Accordingly, LMI expressly disclaims responsibility and liability for all third-party provided materials, programs, products, and services contained on or accessed through the Website, and you agree that LMIM shall not be responsible for any loss or damage of any sort incurred as a result of any such dealings or as the result of the presence of such third parties on the Website.
3. Links to Other Websites. LMI may provide links, in its sole discretion, to other sites on the World Wide Web for Your convenience in locating or accessing related information, products, and/or services. These sites have not necessarily been reviewed by LMI and are maintained by third parties over which LMI exercises no control. Accordingly, LMI expressly disclaims any responsibility for the content, the materials, the accuracy of the information, and/or the quality of the products or services provided by, available through, or advertised on these third-party Websites. Moreover, these links do not imply an endorsement with respect to any third party or any Website or the products or services provided by any third party.
4. Mobile Services. The Website may offer certain tools or services that are available to you via Your mobile phone or other mobile device (collectively, “Mobile Services”). Please note that Your mobile carrier’s normal messaging, data, and other rates and fees will apply to Your use of the Mobile Services. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by Your mobile carrier, and not all Mobile Services may work with all carriers or devices. Therefore, you are responsible for checking with Your mobile carrier to determine if the Mobile Services are available for Your mobile devices, what restrictions, if any, may be applicable to Your use of the Mobile Services, and how much they will cost you. Nevertheless, all use of the Website and its Mobile Services shall be in accordance with this TOU.
5. Disclaimer. THE INFORMATION, SOFTWARE FUNCTIONALITY, AND MATERIALS AVAILABLE ON OR THROUGH THIS WEBSITE ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS AND MAY INCLUDE ERRORS, OMISSIONS, OR OTHER INACCURACIES. MOREOVER, LMI MAY MAKE MODIFICATIONS AND/OR CHANGES IN THIS WEBSITE OR IN THE MATERIALS, AND INFORMATION AVAILABLE ON THIS WEBSITE AT ANY TIME AND FOR ANY REASON. LMI MAKES NO REPRESENTATIONS, GUARANTEES, OR WARRANTIES ABOUT THE SUITABILITY, COMPLETENESS, TIMELINESS, RELIABILITY, LEGALITY, OR ACCURACY OF THE SERVICES, MATERIALS, AND INFORMATION AVAILABLE ON THIS WEBSITE FOR ANY PURPOSE, AND EXPRESSLY DISCLAIMS (TO THE FULLEST EXTENT OF THE LAW) ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OR ANY OTHER IMPLIED WARRANTY UNDER THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT AS ENACTED BY ANY STATE. LMI ALSO MAKES NO REPRESENTATION, GUARANTEE, OR WARRANTY THAT THIS WEBSITE WILL OPERATE ERROR FREE OR IN AN UNINTERRUPTED FASHION OR THAT ANY MESSAGE, FILE, AND/OR INFORMATION WILL BE STORED, ARCHIVED, OR DOWNLOADED FROM THE WEBSITE IN A MANNER FREE OF LOSS, VIRUSES, CONTAMINATION, OR OTHER DESTRUCTIVE FEATURES.
6. Limitation of Liability. You expressly absolve and release LMI from any claim of harm resulting from a cause beyond LMI’s control, including, but not limited to, failure of electronic or mechanical equipment or communication lines, telephone or other connection problems, computer viruses, unauthorized access, theft, operator errors, severe weather, earthquakes, or natural disasters, strikes, or other labor problems, wars, or governmental restrictions. MOREOVER, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL LMI BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THIS WEBSITE, WITH THE DELAY OR INABILITY TO USE THIS WEBSITE, THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES, OR FOR ANY INFORMATION AND MATERIALS AVAILABLE THROUGH THIS WEBSITE, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF LMI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, TOTAL LIABILITY OF LMI FOR ANY REASON WHATSOEVER RELATED TO USE OF THIS SITE SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO LMI IN CONNECTION WITH THE SUBJECT MATTER OF THE PARTICULAR DISPUTE OR $2,500 (US), WHICHEVER IS LESS.
7. Governing Law. This TOU has been made in and will be construed and enforced in accordance with the laws of the state of Minnesota as applied to agreements entered into and completely performed in the state of Minnesota. You agree to the personal jurisdiction by and venue in the state or federal courts in the state of Minnesota and waive any objection to such jurisdiction or venue. Any claim you might have against LMI must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. You access the Website on Your own volition and are responsible for compliance with all applicable laws with respect to Your access and use of the Website. In any legal proceeding brought by LMI, LMI shall have the right to seek and be awarded all reasonable attorneys’ fees and costs in addition to any other relief, at law or in equity, to which LMI may be entitled.
8. Enforcing Security on the Website. Actual or attempted unauthorized use of the Website may result in criminal and/or civil prosecution, including, without limitation, punishment under the Computer Fraud and Abuse Act of 1986 under U.S. federal law. LMI reserves the right to view, monitor, and record activity on the Website without notice or permission from you, including, without limitation, by archiving notices or communications sent by you through the Website. Any information obtained by monitoring, reviewing, or recording is subject to review by law enforcement organizations in connection with investigation or prosecution of possible criminal or unlawful activity on the Website as well as to disclosures required by or under applicable law or related government agency actions. LMI will also comply with all court orders or subpoenas involving requests for such information. In addition to the foregoing, LMI reserves the right to, at any time and without notice, modify, suspend, terminate, or interrupt operation of or access to the Website, or any portion of the Website in order to protect the Website, LMI, or LMI s business.
9. Injunctive Relief. You acknowledge that any breach, threatened or actual, of this TOU, including, without limitation, with respect to unauthorized use of LMI proprietary assets, will cause irreparable injury to LMI, such injury would not be quantifiable in monetary damages, and LMI would not have an adequate remedy at law. You therefore agree that LMI shall be entitled, in addition to other available remedies, to seek and be awarded an injunction or other appropriate equitable relief from a court of competent jurisdiction restraining any breach, threatened or actual, of Your obligations under any provision of this TOU. Accordingly, you hereby waive any requirement that LMI post any bond or other security in the event any injunctive or equitable relief is sought by or awarded to LMI to enforce any provision of this TOU.
10. Term & Termination. This TOU will take effect (or re-take effect) at the moment you check the box certifying that you have read, understand, and agree to abide by the terms and conditions of the Website, register, respond through the Website to a request for information, and/or begin downloading, accessing, or using the Website, whichever is earliest. LMI reserves the right at any time and on reasonable grounds, which shall include, without limitation, any reasonable belief of fraudulent or unlawful activity or actions or omissions that violate any term or condition of this Agreement, to deny Your access to the Website or to any portion thereof in order to protect its name and goodwill, its business, and/or other Users, and this TOU will also terminate automatically if you fail to comply with its terms and conditions, subject to the survival rights of certain provisions identified below. Termination will be effective without notice and may impact Your membership status with LMI. You may also terminate this TOU at any time by ceasing to use the Website, but all applicable provisions of this TOU will survive termination, as identified below, and each re-access or use of the Website will reapply this TOU (then in effect) to you. Upon termination, you must destroy all copies of any aspect of the Website in Your possession. The provisions concerning LMI’s proprietary rights, feedback, disclaimers of warranty, limitations of liability, waiver and severability, entire agreement, injunctive relief, and governing law will survive the termination of this TOU for any reason.

• Waiver & Severability. Failure to insist on strict performance of any of the terms and conditions of this TOU will not operate as a waiver of any subsequent default or failure of performance. No waiver by LMI of any right under this TOU will be deemed to be either a waiver of any other right or provision or a waiver of that same right or provision at any other time. If any part of this TOU is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and the liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most clearly matches the intent of the original provision and the remainder of this TOU shall continue in effect.
• Entire Agreement. No joint venture, partnership, employment, affiliate, or agency relationship exists between you and LMI as result of this TOU or Your utilization of the Website. This TOU represents the entire agreement between you and LMI with respect to use of the Website, and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written between you and LMI with respect to the Website. You may not assign or transfer any rights under this Agreement without the prior written consent of LMI. Please note that LMI reserves the right to change the terms and conditions of this TOU by posting a revised TOU or mailing and/or e-mailing notice thereof to you. In addition, LMI may add, modify, or delete any aspect, program, or feature of the Website, but LMI is not under any obligation to add any upgrade, enhancement, or modification. Your continued use of the Website following any announced change will be conclusively deemed acceptance of any change to the terms and conditions of this TOU. Accordingly, please review the TOU found at this location on a periodic basis.

PRIVACY POLICY

Effective Date: January 1, 2019

Terms of Sale & Subscription

PLEASE READ CAREFULLY THE FOLLOWING.

Virtual Content and Recordings

Access to LMI virtual content, including conference session recordings, member-only videos, virtual conferences, webcasts, or any other type of recorded or live presentation made available is copyright LMI (unless otherwise noted) and is for individual use and viewing only.

Schedule Changes

Dates and times are subject to change. If the details of the event change (such as a time change), you will be notified through email.

Single Use

Virtual content and recordings purchase and access is single use only. Sharing of account or login information is not permitted. Multiple computers accessing a webcast or virtual conference simultaneously from the same account is not permitted. Questions on enterprise access to LMI content or membership can be directed to the LMI team by email: SUPPORT@LMINSTITUTE.COM

Typographical Product Errors

In the event a product is listed at an incorrect price or with incorrect information due to typographical error or error in pricing or product information received from our suppliers, LMI shall have the right to refuse or cancel any orders placed for product listed at the incorrect price. If your credit card has already been charged for the purchase and your order is canceled, LMI shall immediately issue a credit to your credit card account in the amount of the charge.

Product Order Acceptance Policy

Your receipt of an electronic or other form of order confirmation does not signify our acceptance of your order for a product from the LMI Web site, nor does it constitute confirmation of our offer to sell any product from the LMI Web site.  LMI reserves the right at any time after receipt of your order to accept or decline your order for a product for any reason.  LMI reserves the right at any time after receipt of your order, without prior notice to you, to supply less than the quantity you ordered of any item.  All non-credit-card orders placed over $500.00 (U.S.) must obtain pre-approval with an acceptable method of payment, as established by our finance department.  We may require additional verifications or information before accepting any order.

Sales Taxes

LMI shall automatically charge and withhold the applicable sales tax for orders to be delivered to addresses within each state. Each customer shall be solely responsible for all sales taxes, or other taxes, on orders shipped to any other state. LMI will provide a signed W9 form upon request.

Product Guarantee

All of LMI’s products available for sale through the LMI web site are guaranteed against defects for 30 days from the date of sale/invoice. Except as expressly stated herein, LMI makes no representations or warranties either expressed or implied, of any kind with respect to products sold on the LMI site, including any warranties of merchantability or fitness for a particular purpose. You agree that the sole and exclusive maximum liability to LMI arising from any product sold on the LMI sites shall be the price of the product ordered. In no event shall LMI, its directors, officers, employees, or other representatives be liable for special, indirect, consequential, or punitive damages related to product(s) sold.

Program Cancellation and Transfer Policies

Please review the information below for the applicable program policy.

LMI Certification Programs

On-Line Education Programs

*Small conferences include Government Workforce Conference, Core4, LearnNow, Learn From the BEST, Learning Transfer Conference, and Telling Ain’t Training Conference, ATD & Chapter Regional Conferences, and all virtual events and conferences.

LMI Resource Center

If cancellation should be necessary, email notification to ATD chapter services (nporter@td.org) is requested at least five (5) business days prior to the first day of the conference.

LMI Resource Center Terms of Service

This is an Agreement (“Agreement”) between you (“You,” “the Company,” or the “Authorized User”) and the Labor Management Institute, Inc., (“LMI”). The terms of service (“TOS”) govern your access to the LMI Resource Center (“LMI Resource Center”).

License Grant. The LMI Resource Center is provided by LMI, and this TOS provides to the Company a corporate, revocable, limited, non-exclusive, royalty-free, non-transferable license to use the LMI Resource Center. You may also load information from the LMI Resource Center into your laptops, workstations, or computer’s temporary memory (RAM) and print and download materials and information from the LMI Resource Center solely for your business use, provided that all hard copies contain all copyright and other applicable notices contained in such materials and information. You may not modify, translate, decompile, create derivative work(s) of, copy, distribute, disassemble, broadcast, transmit, publish, remove or alter any proprietary notices or labels, license, sublicense, transfer, sell, mirror, frame, exploit, rent, lease, private label, grant a security interest in, or otherwise use in any manner not expressly permitted herein the LMI Resource Center. You expressly acknowledge and agree that LMI transfers no ownership or intellectual property interest or title in and to the LMI Resource Center to you or anyone else. All content contained on or available through the LMI Resource Center, unless otherwise indicated, is owned, controlled, and / or licensed by LMI and is protected by law including, but not limited to, United States copyright, trade secret, patent, and trademark law, as well as other state, national, and international laws and regulations. Any downloadable or printable programs, directories, databases, information, or materials available through the LMI Resource Center and all copyrights, trade secrets, and know-how related thereto, unless otherwise indicated, are owned by LMI. The Labor Management Institute, Inc., LMI, the LMI logo, and all other names, logos, and icons identifying LMI and its programs, products, and services are proprietary trademarks of LMI, and any use of such marks, including, without limitation, as domain names, without the express written permission of LMI is strictly prohibited. Other product and company names mentioned herein may be the trademarks and/or service marks of their respective owners.

LIMITATION OF LIABILITY. IN NO EVENT SHALL LMI BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE LMI RESOURCE CENTER, WITH THE DELAY OR INABILITY TO USE THE LMI RESOURCE CENTER, OR FOR ANY INFORMATION, SERVICES, PROGRAMS, PRODUCTS, AND MATERIALS AVAILABLE THROUGH THE LMI RESOURCE CENTER, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF LMI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY. NOTWITHSTANDING THE FOREGOING, TOTAL LIABILITY OF LMI FOR ANY REASON WHATSOEVER RELATED TO USE OF THE LMI RESOURCE CENTER SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO LMI IN CONNECTION WITH THE SUBJECT MATTER OF THE PARTICULAR DISPUTE DURING THE PRIOR THREE MONTHS.

INDEMNITY. You agree to defend, indemnify, and hold harmless LMI and affiliates and all of their respective employees, agents, directors, officers, shareholders, attorneys, successors, and assigns from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees and litigation expenses) relating to or arising from any breach by you of this TOS.

GOVERNING LAW. The Company acknowledges shall be governed and enforced in accordance with the laws of the state of Minnesota. The Company acknowledges that the state and federal courts of the state of Minnesota shall be the exclusive fora for the resolution of any disputes concerning this TOS, and the Company agrees to submit to the jurisdiction of such courts.

TERM AND TERMINATION. The Company’s access to and billing for the LMI Resource Center will be made available upon payment of invoice or receipt of Company Purchase Order. The access will remain enforce for the term of one (1) year. Access will automatically terminate at the end of the Term unless the Company signs a new LMI Resource Center Activation Order for the next Term. In addition, LMI reserves the right at any time and on reasonable grounds, which shall include, without limitation, any reasonable belief of fraudulent or unlawful activity or actions or omissions that violate any term or condition of this TOS, to deny your access to the LMI Resource Center or to any portion thereof in order to protect its name and goodwill, its business, and/or other Authorized Users, and this TOS will also terminate automatically if you fail to comply with this TOS, subject to the survival rights of certain provisions identified below.

Termination will be effective without notice. Upon termination, you must destroy all copies of any aspect of the LMI Resource Center in your possession. The provisions concerning LMI’s proprietary rights, feedback, indemnity, disclaimers of warranty, limitation of liability, admissibility of this TOS, waiver and severability, integration, and governing law will survive the termination of this TOS for any reason.

MISCELLANEOUS. You acknowledge that any breach, threatened or actual, of this TOS will cause irreparable injury to LMI, such injury would not be quantifiable in monetary damages, and LMI would not have an adequate remedy at law. You therefore agree that LMI shall be entitled, in addition to other available remedies, to seek and be awarded an injunction or other appropriate equitable relief from a court of competent jurisdiction restraining any breach, threatened or actual, of your obligations under any provision of this TOS. Accordingly, you hereby waive any requirement that LMI post any bond or other security in the event any injunctive or equitable relief is sought by or awarded to LMI to enforce any provision of this TOS. The parties agree that this TOS is for the benefit of the parties hereto as well as LMI’s licensors. Accordingly, you may not assign your rights or obligations to any other person or entity, not identified in the LMI Resource Center Activation Order, without LMI’s prior written consent. If any provision (or part thereof) contained in this TOS is determined to be void, invalid, or otherwise unenforceable by a court of competent jurisdiction or on account of a conflict with an applicable government regulation, such determination shall not affect the remaining provisions (or parts thereof) contained herein and the illegal, invalid, or unenforceable clause shall be modified in compliance with applicable law in a manner that most closely matches the intent of the original language.

No joint venture, partnership, employment, or agency relationship exists between you and LMI as a result of this TOS or your utilization of the LMI Resource Center. Headings herein are for convenience only. This TOS, along with the LMI’s Privacy Policy and associated LMI Resource Center Activation Order (and its Terms and Conditions) with LMI for the LMI Resource Center, represents the entire agreement between you and LMI with respect to use of the LMI Resource Center, and it supersedes all prior communications and proposals, whether electronic, oral, or written between you and LMI. In the event of any conflict between this TOS and the LMI Resource Center Activation Order Form, the LMI Resource Center Activation Order shall control. Unless otherwise agreed to by LMI, please note that LMI reserves the right to change the terms and conditions of this TOS and the manner under which the LMI Resource Center (and its functionality) is extended to you by providing you notice or a copy of such revised terms. LMI may also change or modify any aspect of the LMI Resource Center.

Effective March 1, 2016, ATD will serve active members in the United States, Canada, and Puerto Rico* with digital and print subscriptions to our flagship publication, TD magazine. Members outside of the United States, Canada, and Puerto Rico will have access to a digital-only subscription to TD magazine. Please review the policy below for important information about replacement requests for your print subscription.

1. It is the responsibility of each member to maintain accurate membership contact information at all times, including job title, company name, mailing address (including mailstop, floor, or suite, if applicable), phone number, and email address. To update your contact information, please contact customercare@td.org.

1. ATD will send a maximum of two (2) replacement print editions of TD magazine per year.
   1. Replacements will be sent via United States Postal System mail, and cannot be sent by courier, FedEx, UPS, DHL, etc under any circumstances.
   2. Requests for replacement issues must be submitted in writing to customercare@td.org, and include verification of your current mailing address.
   3. ATD will replace print copies of TD magazine only for active members.
   4. *Customers with international shipping addresses should allow 8-12 weeks for delivery. Shipping to international addresses is dependent upon the postal services in each country, and delivery is not guaranteed. Please place any replacement requests after at least eight weeks have passed since the magazine’s mail date.

• Members can access decades of TD archives online at any time at www.td.org/td.

1. If you would like to “go green” and opt out of print copies of TD magazine, please email customercare@td.org. (Please note that there is no price difference for opting out of the hardcopy magazine.)

© 2019 Labor Management Institute, Inc.