Updated: January 1, 2022
PLEASE READ THESE WEBSITE TERMS OF USE (“TERMS”) CAREFULLY. THESE TERMS CONTAIN CONTRACTUAL RESTRICTIONS ON YOUR RIGHTS TO USE THIS SITE, RESTRICTIONS ON RIGHTS YOU CAN ENFORCE AGAINST The Institute Entities (DEFINED BELOW), AND LIMITATIONS OF INSTITUTE ENTITIES’ LIABILITY. BY ACCESSING THIS SITE, YOU AGREE TO BE BOUND BY THESE TERMS, INCLUDING THE WARRANTY DISCLAIMERS, LIMITATIONS OF LIABILITY AND TERMINATION PROVISIONS. THESE TERMS ARE SUBJECT TO CHANGE. ANY CHANGES WILL BE INCORPORATED INTO THE WEBSITE TERMS OF USE POSTED TO THIS SITE FROM TIME TO TIME, AND ANY ACCESS OF THIS SITE BY YOU AFTER SUCH CHANGES ARE SO POSTED SHALL BE DEEMED YOUR AGREEMENT TO SUCH CHANGES. IF YOU DO NOT AGREE WITH THESE TERMS, PLEASE DO NOT ACCESS THIS SITE.
These Website Terms apply only to the use of certain websites which are owned and/or operated by or on behalf of the Simms/Mann Institute for Higher Education and Community Development, Inc. and Simms Mann Institute Products LLC (collectively, with all of their subsidiaries and affiliates, the “Institute Entities,” “we”, “us” or “our”), including https://www.cuddlebright.com (each, a “Site,” and collectively, the “Sites”), or available through our authorized third parties, or by any of the other means described herein. You represent and warrant to us that you are authorized to bind your employer, if applicable, to these Terms. These Terms do not apply to any site owned and/or operated by or on behalf of any third party even if we provide a link to such site on one of our Sites. Please refer to the terms of use of any such third-party sites for information regarding the terms and conditions of your use of such sites.
When we refer to “you” or “your,” we mean the person accessing the Site. If the person accessing the Site acts on behalf of, or for the purposes of, another person, including a business or other organization, “you” or “your” also means that other person, including a business organization.
General
We appreciate your visit to our Site, which provides general information about us and our Products and Services. Use of this Site is limited to legitimate purposes. We may, from time to time, in our sole discretion introduce new features to this Site, or modify or delete existing features, in its sole discretion. By providing any information, comments, documents, images or general content to Institute Entities, you grant to Institute Entities an unrestricted, irrevocable, worldwide, royalty-free license to use, reproduce, display, publicly perform, transmit and distribute such information, comments, documents, images or general content on this Site. You further agree that Institute Entities is free to use any ideas, concepts or know-how that you, or individuals acting on your behalf, provide to Institute Entities. You hereby agree that any comments, feedback or recommendations made by you for the improvement or modification of this Site or the Products or Services advertised herein shall be the sole property of the Institute Entities.
Institute Entities has the right in our sole discretion, and without prior notice and from time to time, to modify these Terms with respect to your access to or use of any Site. Such modifications and additions shall be effective immediately upon posting the modified Terms to any Site, which posting shall be deemed notice to you. If you disagree with the changes to these Terms, you should discontinue your use of the Sites. Any access to or use of any Site after posting of modifications or additions to these Terms shall constitute and be deemed to be your agreement to such modified Terms. Therefore, you should frequently revisit this Site to determine the present terms and conditions to which you are legally bound.
The obligations and liabilities you incurred prior to the termination date shall survive the termination of these Terms for all purposes. In the event of any such termination, the restrictions on your use of the material on this Site shall survive such termination, and you agree to be bound by those terms. YOU ACKNOWLEDGE AND AGREE THAT THE INSTITUTE ENTITIES SHALL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY MODIFICATION, SUSPENSION OR DISCONTINUANCE OF ANY SITE OR ANY SERVICES OR INFORMATION PROVIDED ON THIS SITE OR ACCESSED BY YOU THROUGH THIS SITE.
General Terms of Use
This Site and any of the products or services provided by the Institute Entities in connection with this Site (the “Products” and “Services” respectively), including any information and content relating thereto, are being provided to you expressly subject to these Terms, which govern your use of the Site. The Institute Entities make this Site available subject to the terms and conditions set forth herein and all applicable laws. By accessing, browsing or otherwise using (collectively, “use” or “using”) this Site, you acknowledge that you, the individual user of this Site, have read, understood and agree to be legally bound by these Terms, and to comply with all applicable laws and regulations, without limitation or qualification. By using this Site, you further acknowledge that you have the authority to and do hereby legally bind the business entity, if any, which you serve as an agent, independent contractor or employee thereof, to these Terms, without limitation or qualification. These Terms shall take effect immediately on your first use of this Site. If you do not agree to these Terms, you are not authorized to access, browse or otherwise use this Site.
Use of the Site
As a user of the Site, you have a non-exclusive, non-transferable, limited, revocable license to use the Site solely for your personal use. You may not use the Site for any other purpose whatsoever. Without limiting the previous sentence, you may not reproduce, modify, distribute, transmit, display, perform, reproduce, transfer, sell or publish any of the contents of the Site without the prior written consent of Institute Entities , which consent may be withheld, conditioned or delayed in its sole discretion, except that you may print out a copy of the content solely for your personal use. In doing so, you will not remove or alter, or cause to be removed or altered, any copyright, trademark, trade name or service mark or any other proprietary notice or legend appearing on any of the content. You are prohibited from including links from other websites to this Site without the prior written consent of the Institute Entities, which consent may be withheld, conditioned or delayed in their sole and absolute discretion.
Any access or attempted access of other areas of Institute Entities ’s computer systems, third-party systems, and Products and Services that Institute Entities utilizes or other information contained therein for any purpose is strictly prohibited. You agree not to interfere in any way with others’ use of or access to any Site. Institute Entities reserves the right to report any activity that it reasonably suspects violates any law or regulation and to disclose any information to law enforcement officials or regulators or other appropriate third parties.
The Institute Entities have the right to modify, suspend or discontinue, temporarily or permanently, this Site, any Products or Services provided by the Institute Entities through this Site, or your right to access or use any portion of this Site, in the Institute Entities’ sole discretion, at any time and without prior notice, for any reason, including without limitation: (1) attempts by you (or another party) to gain unauthorized access to any Site or assist others in attempting to do so, (2) your (or another party’s) disabling of any security features on any Site, (3) your violation of these Terms, (4) suspected or actual infringement of a third party’s intellectual property rights or (5) pursuant to requests by law enforcement or other government agencies. You covenant to the Institute Entities that you will not attempt to gain unauthorized access to any computer systems or networks connected to any Institute Entities’ server through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available by the Institute Entities. When using the Site you agree not to pretend to be someone else or to spoof their identity.
Copyrights/Trademarks
As between you and the Institute Entities, all of the pages and screens on the Sites are owned and controlled by the Institute Entities, except as otherwise expressly stated, and are protected by U.S. copyright laws and international treaties. The copyrighted materials on the Site include, but are not limited to, the text, design, software, images, graphics, source code and content on the Site. You are authorized to view the information available on the Site for your personal informational purposes only. You may download copyrighted materials for your personal purposes only. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material. You may not copy, display, distribute, transfer, link to, reproduce, license, frame, alter, create derivative works of or republish all or any portion of the Site for any commercial or public purpose without Institute Entities ’s prior written consent. You may not use, copy, display, distribute, modify or reproduce any of the trademarks found on the Site except as specifically authorized in this paragraph. The Site may contain links to websites controlled or offered by third parties (non-affiliates of Institute Entities ). The Institute Entities hereby disclaim liability for any third party’s website content, products, privacy policies, or security. In the event you choose to use the services available at a linked site, you agree to read and adhere to the policies and terms of use applicable to that site. In addition, any advice, opinions or recommendations provided by the linked site providers are those of the providers and not of the Institute Entities. Your participation in, and access to or use of, any linked site, including payment for and the delivery of goods or services, is based solely on the agreement, if any, between you and the linked site provider.
All information and content provided on this Site, whether explicitly marked or not, is the property of the Institute Entities, their subsidiaries, affiliated companies or joint partners, or others, and are subject to U.S. and international copyright and unfair competition laws. The information and content provided includes, but is not limited to, the text, graphics, image, video, audio, animation and software, their related files and their arrangement on the Site. All trademarks, service marks, logos, model and brand names, emblems and protectable trade dress elements (collectively, “Marks”), whether explicitly marked or not, used on this Site are owned by the Institute Entities, their subsidiaries, affiliated companies or joint partners, or used under license, and are subject to U.S. (federal and state) and international trademark and unfair competition laws. You may not copy, reproduce, download, upload, post, broadcast, transmit, distribute, publish, republish or otherwise use any information, content or Marks provided on this Site in any form or by any means, or by any information storage or retrieval system for any commercial use without the express written permission of Institute Entities . You are not permitted to create a hyperlink to any page or portion of any Site or frame any page or portion of any Site without the prior written permission of the Institute Entities. Other use of any information, content or Marks, except as specifically permitted in these Terms or in a written instrument signed by the Institute Entities, is strictly prohibited.
Nothing contained in any Site shall be construed as conferring, by implication, estoppel or otherwise, any license or right to any copyright, patent, trademark or other proprietary interest of the Institute Entities or any third party. Any use of the information, content or Marks provided on any Site that does not comport with these Terms shall be an unauthorized use and subject you to civil and criminal penalties as provided by U.S. and international intellectual property laws and other applicable laws.
NOTICE OF IMMUNITY FROM LIABILITY FOR CONFIDENTIAL DISCLOSURE OF A TRADE SECRET TO THE GOVERNMENT OR IN A COURT FILING: Notwithstanding anything herein to the contrary, under the Federal Defend Trade Secrets Act of 2016, an individual may not be held criminally or civilly liable under any Federal or state trade secret law for the disclosure of a trade secret that: (A) is made (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding if the individual files any document containing the trade secret under seal and does not disclose the trade secret except pursuant to court order. Nothing herein is intended, or should be construed, to affect the immunities created by the Defend Trade Secrets Act of 2016.
International Use
The Institute Entities make no representation that materials, Products or Services on any Site are appropriate or available for use in locations outside the United States, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access any Site from other locations do so on their own initiative and are responsible for compliance with local laws.
Commercial Users
The Sites may not be used by our visitors for any commercial purposes other than to inquire about our Products or Services. You must obtain our express prior written consent to make commercial offers of any kind on the Site, whether by advertising, solicitations, links or any other form of communication. Without limiting the foregoing, you may not resell or link to other sites for the purpose of selling our Products or Services of any kind without our express written permission. We will investigate and take appropriate legal action against anyone who violates this provision, including, without limitation, removing the offending communication from the Site and barring such violators from use of the Site. We reserve the right to block access to or cancel any order for any user known or reasonably believed to be in violation of this provision.
Violation of the Terms
You understand and agree that in the Institute Entities’ sole discretion, and without prior notice, we may terminate your access to the Sites, cancel any transactions or exercise any other remedy available and remove any unauthorized Content if we believe that the Content you provided has violated or is inconsistent with these Terms or has violated our rights, another user, the law, or constitutes a breach of our policies. You agree that monetary damages may not provide a sufficient remedy to the Institute Entities for violations of these Terms and you consent to injunctive or other equitable relief for such violations. We may release user information about you if required by law or subpoena, or if release of the information is necessary or appropriate to address an unlawful or harmful activity. We are not required to provide any refund to you if you are terminated as a user because you have violated any of these Terms.
We are not responsible for the products, services, actions or failures to act of any third party referenced on this Site. Without limiting the foregoing, you may report the misconduct of users and/or third-party advertisers, service and/or product providers referenced on or included in any Site to us at IPR@cuddlebright.com. We may investigate the claim and take appropriate action, in our sole discretion. These Terms expressly include any and all additional terms and conditions that are set forth in any of the Sites, including but not limited to any such terms and conditions that are specified in posted agreements and frequently asked questions (FAQs) listings therein. To the extent any of these Terms are in conflict with any terms and conditions set forth in any particular Site, the terms and conditions set forth in the Sites shall control with respect to the particular Site to which the terms and conditions are posted.
Orders
The acceptance and fulfillment by the Institute Entities of any order (“Order”) placed on this Site for a Product or Service, content bundles or the like, is subject to your acceptance of and compliance with all of these Terms. To purchase any Product or Service on this Site, you must be legally permitted to enter into a legally binding contract (at least eighteen (18) years old in most jurisdictions). Unless another payment method is agreed to by the Institute Entities, prior to the purchase of any Product and Service on this Site, you must provide a valid credit card number and related payment information, or Apple Pay, or Google Pay account and related information. By submitting that information to us or our third party payment processor, you hereby authorize the Institute Entities to charge your credit card, or Apple Pay, or Google Pay accounts for such purchases.
All prices for any Product and Service on this Site are quoted in U.S. currency, and are subject to change at any time without notice. The Institute Entities make no representations or warranties regarding the availability of Products and Services in all areas. We shall have the right to refuse or cancel any Orders listed at an incorrect price, or containing any other incorrect information or typographical errors. We also shall have the right to refuse or cancel any such Orders whether or not the Order has been accepted by the Institute Entities and/or your payment has been processed.
Unless you notify us in writing at info@cuddlebright.com of any discrepancies in charges for Orders within sixty (60) days of the erroneous charge(s) appearing on your credit card statement, you agree that such charges will be deemed accepted by you for all purposes hereunder. Such notice shall describe the amount in dispute, and you further agree to provide the Institute Entities with any requested additional information and verifications concerning same. In the event we do not receive payment from your credit card issuer, you shall pay all amounts due upon demand by the Institute Entities. If we are unable to collect amounts owed on your accounts, we may refer those accounts to a collection agency, and you will be responsible for all costs of collection.
In the event you violate any of the terms hereof all rights and licenses granted to you hereunder shall immediately terminate. Any provision of these Terms that by its very nature or context is intended to survive any termination, cancellation or expiration hereof or thereof, including without limitation confidentiality and indemnification provisions, shall so survive.
Payment Terms
You agree that you will pay for use of the System and for all Content, and Products and Services in which you enroll through the Site, and that the Institute Entities may charge/debit your credit card or other designated payment method for any such purchases, including Apple Pay, Google Pay, or another payment method agreed to by us, and for any additional amounts (including any taxes, fees, or other charges) that may be accrued by or in connection with your use of the Content, or Products and Services. The total price to you for such purchases will include applicable taxes, if any, based on the bill-to address provided by you. Prices may change at any time, and the prices set forth on the Site do not provide for price protection or for refunds in the event of any subsequent price reduction or promotional offering. The Institute Entities reserve the right, with or without prior notice, to limit or discontinue the availability of any product or service, and to not honor or otherwise impose additional conditions on any promotional code or limited promotions.
YOU ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ALL FEES AND FOR PROVIDING US WITH A VALID PAYMENT METHOD FOR PAYMENT. You agree to accept responsibility for all activities that occur under your account or password. Notwithstanding any early termination of authorization, you remain liable for all charges due for System use or other purchases made on this Site.
Indemnification
You agree to defend, indemnify, save and hold harmless the Institute Entities, their licensees and their respective directors, members, shareholders, officers, employees and agents from and against all liabilities, claims, damages and expenses, including reasonable attorneys’ fees as incurred, arising out of your use of this Site, including any violation or alleged violation of these Terms, and any losses or claims arising out of your use of any Products or Services you may have obtained on any of our Sites.
Disclaimers
YOU USE THE SITES AND THE PRODUCTS AND SERVICES OFFERED ON THE SITES AT YOUR OWN RISK. ALL INFORMATION AND CONTENT AND ALL PRODUCTS AND SERVICES OFFERED THROUGH THE SITES, INCLUDING CONTENT PROVIDED BY THIRD-PARTY PROVIDERS, ADVERTISERS AND SPONSORS ON ANY SITE, IS PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OR REPRESENTATION OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURCHASE, FREEDOM FROM VIRUSES OR HARMFUL CODE, TITLE OR NON-INFRINGEMENT. ALL INFORMATION, CONTENT, PRODUCTS AND SERVICES OFFERED THROUGH ANY HYPERLINKED SITE IS PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OR REPRESENTATION OF ANY KIND, AND IS USED AT YOUR OWN RISK. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.
IN NO EVENT WILL THE Institute Entities OR THEIR SUBSIDIARIES, AFFILIATED COMPANIES OR SUPPLIERS BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF THIS SITE OR ANY OF THE PRODUCTS OR SERVICES OFFERED THROUGH THIS SITE, OR ANY OTHER HYPERLINKED SITE, INCLUDING, WITHOUT LIMITATION, ANY LOST REVENUES, LOST PROFITS, LOSS OF PROSPECTIVE ECONOMIC ADVANTAGE, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA ON YOUR SYSTEM OR OTHERWISE ARISING OUT OF THE USE OR MISUSE OF OR INABILITY TO USE ANY SITE OR THE INFORMATION, CONTENT, DOCUMENTS OR SOFTWARE THEREOF, EVEN IF THE Institute Entities OR THEIR SUBSIDIARIES, AFFILIATED COMPANIES OR SUPPLIERS ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR FOR ANY CLAIM BY A THIRD PARTY. YOUR SOLE AND EXCLUSIVE REMEDY AGAINST THE Institute Entities IS TO DISCONTINUE USE OF THIS SITE AND ANY HYPERLINKED SITES AND TO DISCONTINUE THE USE OF PRODUCTS AND SERVICES OFFERED ON THIS SITE AND ANY HYPERLINKED SITES. CERTAIN STATE LAWS DO NOT ALLOW EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE.
Without limiting the above disclaimers, the Institute Entities, their licensees and their respective directors, members, shareholders, officers, employees and agents: (1) make no warranties or representations whatsoever concerning this Site or any other Internet site, the access to, or the availability or use of, this Site or any other Internet Site, the information and Content from whatever source posted on or referred to in this Site or any other Internet site or the accuracy, completeness or timeliness of such information or Content; (2) do not warrant or represent that your access to, or use of, this Site or any other Internet site will be uninterrupted or free of errors or omissions, that defects will be corrected, or that this Site or any other Internet site is, or the information or content from whatever source available for use or downloading are, free of computer viruses, worms, Trojan horses or other harmful components; (3) do not represent or warrant that any Services or Products listed on, or accessed through, this Site will be available for purchase or not withdrawn at any time and makes no representation or warranty of any kind whatsoever concerning such Products or Services; and (4) do not represent or warrant the accuracy, functionality or specifications or any other aspect of items from whatever source posted or accessed through this Site.
This Site may use hyperlinks as a convenience to you so that certain reference material, related subjects and other pertinent material are easily accessible. Linked and referenced sites may not be operated, controlled or maintained by Institute Entities . Hyperlinks and references to other sites, including any Institute Entities affiliated entity, do not constitute sponsorship, endorsement or approval by Institute Entities of the information, content, policies or practices of such linked or referenced sites. The Institute Entities and their subsidiaries, affiliated companies and joint partners do not accept any responsibilities for any information or content, availability, policies, practices or any use of such sites. You access, browse and use such sites at your own risk. The above limitations of liability reflect the allocation of risk between the parties, and will survive and apply even if any limited remedy specified in these Terms is found to have failed of its essential purpose. The limitations of liability provided in these Terms inure to the benefit of Institute Entities and all of their subsidiaries, affiliates and/or their respective suppliers.
If, notwithstanding the limitations of liability above, we or any of the Institute Entities are found liable for any loss or damage which arises out of or is in any way connected with any Products or Services or operation of this Site, then the liability of Institute Entities and the Institute Entities Affiliates will in no event exceed, in the aggregate, One-Hundred Dollars (USD$100.00) (or the equivalent in local currency).
We have no obligation to update any information or content on any Site. Accordingly, we assume no responsibility regarding the accuracy of the information or content provided on any Site. Any use of the information or content provided on this Site is done at your own risk.
Privacy Policy
These Terms include the terms and conditions of the Institute Entities’ Privacy Policy. Accordingly, by using this Site, you affirmatively acknowledge that you have read, understood and agree to be legally bound by the terms and conditions of the Institute Entities’ Privacy Policy.
Miscellaneous
Accessing this Site in locations where the use of such content is illegal is prohibited. Any claim relating to this Site shall be litigated in the federal courts having jurisdiction in the State of California, Los Angeles County, and you hereby consent to the jurisdiction and venue of those courts. If any part of these Terms is deemed unlawful, void or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of any remaining provisions. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of this Site or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles herein are for convenience of reference only and have no legal or contractual effect.
By using this Site, you agree that we, in our sole discretion, may require you to submit any disputes arising from the use of this Site, or these Terms concerning or, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance or termination, to final and binding arbitration under the International Rules of Arbitration of the American Arbitration Association, by one or more arbitrators appointed in accordance with the said Rules. Notwithstanding these rules, however, such proceeding shall be governed by the laws of the state as set forth in the previous section. Any award in an arbitration initiated under this clause shall be limited to monetary damages (as further limited herein) and shall include no injunction or direction to any party other than the direction to pay a monetary amount. Further, the arbitrator(s) shall have no authority to award punitive, consequential or other damages not measured by the prevailing party’s actual damages in any arbitration initiated under this section, except as may be required by statute.
