USAT TERMS OF USE

This Agreement sets forth the terms and conditions of use for the websites operated by USA Triathlon (referred to as "USAT," "we," "us," or "our" herein) at www.usatriathlon.org, www.usatmembership.com, www.usatrankings.com, www.defeatsame.com, www.usatriathlon.tv, www.mytimetotri.com, www.usatriathlonfoundation.org (collectively referred to as the “Site”) between USAT and you, or if you represent an entity or organization, that entity or organization (in either case “you” or “your”). You should be aware that USAT owns several other domain names that direct traffic to the Site, and that this Agreement also covers use of the Site via such domain names. To the fullest extent permitted by applicable law, USAT reserves the right, at our discretion, to change, modify, add or remove portions of this Agreement at any time. Such changes, revisions or modifications will be effective immediately upon notice to you, which may be given by any means including, without limitation, via posting on the Site. Your continued use of the Site after such notice will be deemed to constitute acceptance of such changes, revisions or modifications. Please check this Agreement periodically for changes.

PLEASE READ THESE TERMS OF USE (“AGREEMENT”) CAREFULLY BEFORE USING THE SITE. THIS AGREEMENT CONTAINS AN ARBITRATION PROVISION, AND CERTAIN TERMS REGARDING MEMBERSHIPS, INCLUDING AUTO-RENEWAL.  BY USING THE SITE YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT. YOUR BREACH OF ANY PROVISION OF THIS AGREEMENT WILL AUTOMATICALLY, WITHOUT THE REQUIREMENT OF NOTICE OR OTHER ACTION, REVOKE AND TERMINATE YOUR RIGHT TO ACCESS THE SITE AND THE MATERIALS.


PRIVACY POLICY

USAT’s Privacy Policy is a part of this Agreement and is incorporated herein by this reference for any domain USAT owns and operates. 

SCOPE OF USE

The Site is owned by USAT. We invite you to view the Site for your personal, informational, non-commercial use only.

We also invite you to download a single copy of the text, graphics, animation, photographs, and other materials contained on or accessed through the Site (the “Materials”) on any single computer for your personal, informational, non-commercial use only, provided that you keep intact all copyright and other proprietary notices contained in such Materials.

The use of any such Materials in any other manner or for any other purpose, including on any other web site or networked computer environment is prohibited.

The Site is controlled and operated by USAT from within the United States of America. Unless otherwise specified, the Materials contained in the Site are presented solely for the use of users located in the United States of America and its territories and possessions, excluding Puerto Rico, American Samoa, Guam and the Virgin Islands. Those who choose to access the Site from other jurisdictions do so at their own initiative and are solely responsible for compliance with applicable laws, rules and regulations.



OWNERSHIP AND TECHNOLOGY

USAT retains all right, title, and interest, including, without limitation, all intellectual property rights, proprietary rights, rights of publicity, rights of privacy, and any and all other legal rights protecting data, information, or intangible property throughout the world, including, without limitation, any and all copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, sui generis rights in databases, and contract rights (“IPR”), in and to the Materials and any additions, improvements, updates, and modifications thereto. You receive no ownership interest in or to the Materials.  The USAT, logo, and all product and service names associated with the Materials or Sites are trademarks of USAT and its licensors and third party providers and You are granted no right or license to use them

The Site, and the databases, software, hardware and other technology used by or on behalf of USAT to operate the Site, and the structure, organization, and underlying data, information and software code thereof (collectively, the "Technology"), constitute valuable trade secrets of USAT. For avoidance of doubt, the Technology is part of the Materials  You will not, and will not permit any third party to: (1) access or attempt to access the Technology except as expressly provided in these Terms and Use; (2) use the Technology in any unlawful manner or in any other manner that could damage, disable, overburden, or impair the Technology; (3) use automated scripts to collect information from or otherwise interact with the Technology; (4) alter, modify, reproduce, create derivative works of the Technology; (5) distribute, sell, resell, lend, loan, lease, license, sublicense, or transfer any of Your rights to access or use the Technology or otherwise make the Technology available to any third party; (6) reverse engineer, disassemble, decompile, or otherwise attempt to derive the method of operation of the Technology; (7) attempt to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Technology; (8) monitor the availability, performance, or functionality of the Technology; or (9) interfere with the operation or hosting of the Technology.

TRADEMARKS

“USAT Marks” means all trademarks, service marks, words, symbols, terms, logos, emblems, designs, designations and trade dress used by USAT in connection with its goods and services. All USAT Marks are the exclusive property of USAT. USAT utilizes multiple marks associated with its brand. This includes, but is not limited to the USAT Primary Mark, USAT horizontal mark, USAT Team USA Logo, USAT All-American Logo, and any USAT Primary Plus Mark which includes Certified Coach, Certified Club, Certified Race Director, Official Partner, Board of Directors, and any other combination of USAT program group and the USAT Primary Mark. This also includes any USAT mark created for Programmatic to accompany any USAT initiative and internal program. This Agreement does not authorize you to use any USAT Mark. Any such use is expressly prohibited. Unauthorized use of any USAT Mark may be a violation of federal and state trademark laws.

INFORMATION, NEWS AND PRESS RELEASES

The Site may contain information, news and/or press releases about USAT. While this information is believed to be accurate as of the date it was prepared, USAT disclaims any duty or obligation to update such information.

LINKS TO THIRD PARTY WEBSITES

The Site includes links to web sites owned by third parties solely as a convenience to our users. The terms and conditions of this Agreement do not apply to any such linked websites. Further, USAT does not endorse any such linked websites, or the information, materials, products or services that are contained in or accessible through such linked web sites. USAT  DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE INFORMATION, MATERIALS, PRODUCTS AND SERVICES THAT ARE CONTAINED IN OR ACCESSIBLE THROUGH SUCH LINKED WEB SITES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.

You acknowledge and agree that USAT is not responsible for the content, accuracy, legality, decency, copyright compliance, privacy practices, security or any other aspects of any such linked websites, and that the access or use of any such linked websites is solely at your own risk, and you hereby waive any and all claims against USAT with respect to such linked websites.

USER CONTENT; GRANT OF LICENSE

The Site may enable you to post content, submit e-mails or otherwise provide content to USAT and/or other Site users. You acknowledge and agree that all information, data and other materials that are posted on or transmitted in connection with the Site by you or another Site user (“User Content”) are the sole responsibility of the person from whom such User Content originated. USAT does not control User Content, and does not guarantee the truthfulness, accuracy, reliability or quality of User Content. You acknowledge and agree that by using the Site, you may be exposed to User Content that is inaccurate, offensive or objectionable. Under no circumstances will USAT be liable for any User Content.

By submitting User Content, you represent and warrant that you have all necessary rights to do so and you automatically grant USAT a perpetual, royalty-free, irrevocable, non-exclusive right and license to use, reproduce, display, publish, perform, adapt, modify, create derivative works of, and distribute the User Content in any form, anywhere, and for any purpose, subject to USAT’s Privacy Policy. You represent and warrant that you own or otherwise control all rights, including but not limited to copyrights, in and to any such User Content, that all moral rights in and to any such User Content have been waived, and that the use of such User Content as permitted hereunder does not infringe or violate the rights of any third party. You may not upload to, distribute through, or otherwise publish on the Site any User Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (e.g., confidential information about your employer).

FEEDBACK AND REVIEWS

If you provide USAT any feedback or suggestions regarding us, the Site, or the Materials (“Feedback”), you herby assign to USAT all rights in the Feedback and agree that USAT shall have the right to use such Feedback and related information in any manner it deems appropriate without a duty of accounting to you.  USAT will treat any Feedback you provide to USAT as non-confidential and non-proprietary.  You agree that you will not submit to us any information or ideas that you consider to be confidential or proprietary.

The Site may allow you to review our products, services (including races), or interactions (“Reviews”). You represent and warrant that your Reviews will be truthful and accurate to the best of your knowledge. We reserve the right to remove or alter any Review that we deem inappropriate, irrelevant, or objectionable. We reserve the right to approve reviews before they are posted or temporarily remove a review while we determine your compliance with this Agreement. You hereby grant us a perpetual, worldwide, irrevocable license to use your Review and all content associated with your Review for USAT’s marketing and testimonial purposes.

YOUR CONDUCT

In order to help keep our Site a safe place for all users, we require that you comply with the following rules in connection with your use of the Site:

You may not upload to, distribute through, or otherwise publish on the Site any User Content that, in our sole discretion, is libelous, defamatory, tortious, obscene, pornographic, threatening, abusive, harassing, invasive of another’s privacy or publicity rights, hateful, objectionable, harmful to minors, or that otherwise constitutes or encourages a criminal offense, violates the rights of another, or violates any law.

You may not impersonate any person or entity, or otherwise misrepresent your affiliation with any person or entity.

You may not upload to, distribute through, or otherwise publish on the Site spam, junk mail, chain letters, pyramid schemes, or the like.

Unless you have obtained our prior written approval, you may not upload to, distribute through, or otherwise publish on the Site any User Content that contains any solicitations, advertising, or promotional materials, including but not limited to materials that solicit membership in any commercial online service or other organization.

You may not upload to, distribute through, or otherwise publish on the Site any materials that contain computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware, or telecommunications equipment.

You may not provide, collect or store personal information about others.

You agree to comply with all laws, rules and regulations applicable to your use of the Site.

You agree not to use any public forum that we may establish on the Site for the purpose of conducting private conversations.

You acknowledge and agree that we reserve the right to monitor all User Content. You further acknowledge and agree that while we reserve the right to remove User Content in our sole discretion for any reason, we have no duty to do so. We also reserve the right to turn over any User Content to law enforcement officials.

PUBLIC AREAS

Certain areas of the site may be “Public Areas,” meaning they allow interactions with other users, User Content, or may be publicly accessible. USAT is not responsible for any other User’s conduct in the public areas or for the privacy or security of information posted in public areas. USAT does not have to monitor the Public Areas, although we reserve the right to do so.

RACE DIRECTOR CONDUCT

Certain Users may be able to register as a race director, which may include unique privileges on the Site such as race organization, reviews, and content (“Race Directors”). Race Directors agree to conduct themselves in a manner acceptable to USAT and to comply with all USAT rules or policies applicable to Race Directors. Race Directors explicitly agree to the USAT Code of Ethics, which can be downloaded here. The USAT Code of Ethics may change from time to time, and it is the responsibility of Race Directors to stay aware of and remain in compliance with all versions of the USAT Code of Ethics. Additionally, all additional privileges on the Site granted to Race Directors can be revoked by USAT at any time in USAT’s sole discretion. Race Directors represent and warrant that their reviews will be accurate and truthful, and that they will act in the best interest of race participants and USAT.

 

ACCOUNT REGISTRATION AND PASSWORDS

Certain Site functionality requires that you create an account (“Account”). You represent and warrant that all information provided to us through your Account or the Account registration process is accurate and truthful. You acknowledge and agree that you are responsible for maintaining the confidentiality of your registration information and password, and for all uses of your password. You agree that any actions taken by or under your Account will be treated as if they were done by you.

MEMBERSHIP TERMS; AUTO-RENEWAL

USAT offers various membership options (each, a “Membership”) for its members’ convenience.  Unless you opt out, your Membership is continuous and automatically renews (each, a “Recurring Membership”) unless you cancel or we suspend or terminate your Membership.  Recurring Memberships are automatically renewed on an annual basis.  The annual membership fee is $50 and is subject to change from time to time, with notice to you.  On the last day of your current term (your “Renewal Date”), your Recurring Membership will automatically renew for an additional term unless you affirmatively cancel at least one (1) day prior to your Renewal Date (your “Cancellation Date”).

IF YOU DO NOT AFFIRMATIVELY CANCEL YOUR RECURRING MEMBERSHIP BEFORE YOUR CANCELLATION DATE, WE WILL CHARGE YOUR DEFAULT CARD FOR AN ADDITIONAL TERM AT THE RATES IN EFFECT AT THE TIME OF RENEWAL.  YOU MAY CANCEL YOUR RECURRING MEMBERSHIP AT ANY TIME BY CALLING 719-955-2807 OR BY SUBMITTING A CANCELLATION NOTICE VIA {INSERT LINK TO FORMATTED TERMINATION EMAIL AND/OR ONLINE CANCELLATION MECHANISM}.

If you do not timely cancel your Recurring Membership, the default credit card [or debit card] you have on file with us will automatically be processed on or shortly after your Renewal Date at the then-current Recurring Membership rate available on the Site as of your Renewal Date.   You are responsible to ensure that the card number on file with USAT is valid and up to date so that your annual membership fee (plus taxes, as applicable) can be charged to that card upon joining and renewal.   If there is not a valid card number on file with USAT on your Renewal Date, USAT may exercise any and all rights available to it, whether under this Agreement or under applicable law, including suspending or terminating your Recurring Membership.

MEMBERSHIP TERMS; NON-TRANSFERRABLE/NON-REFUNDABLE

All USAT memberships are non-transferable and non-refundable. When purchasing an annual membership, you understand the membership is not able to be transferred to another person. When purchasing a one-day license, you understand the membership cannot be transferred to another event and is only good for the event for which the license has been purchased for. All membership purchases are non-refundable.

DATA TRANSFERS

We may transfer your billing information to our third-party payment processors, other service providers, and certain trusted third parties.  Please see our Privacy Policy for more information.

YOUR REPRESENTATIONS AND WARRANTIES

Both you hereby represents and warrant that: (a) you have the legal right and authority to enter into this Agreement, either for yourself or the entity you represent, (b) this Agreement forms a binding legal obligation on either yourself or the entity you represent, and (c) you have the legal right and authority to perform your obligations under this Agreement and to grant the rights and licenses described in this Agreement

You represent and warrant that your use of and access to the Site and the Materials will comply with all applicable laws, rules, or regulations and will not cause USAT itself or any other third party to violate any applicable laws.  USAT is not responsible for notifying you of any such Laws, enabling your compliance with any such laws, or for your failure to comply. 

WARRANTY DISCLAIMER

THE SITE AND MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE." USAT DOES NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, ADEQUACY, OR CURRENCY OF THE SITE, MATERIALS, ANYTHING ELSE PROVIDED BY OR ON BEHALF OF USAT, OR THE PRODUCTS ADVERTISED ON THE SITE OR OTHER DATA, INFORMATION OR THIRD PARTY CONTENT THAT MAY BE PROVIDED THROUGH THE SITE. USAT EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND WITH REGARD TO THE SITE, MATERIALS,  AND OTHER SUBJECT MATTER OF THIS AGREEMENT, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE, OR NON-INFRINGEMENT.  NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY USAT OR ITS EMPLOYEES, WILL INCREASE THE SCOPE OF, OR CREATE ANY NEW WARRANTIES IN ADDITION TO THE WARRANTIES EXPRESSLY SET FORTH IN THIS SECTION.

USAT MAKES NO WARRANTY THAT THE SITE OR MATERIALS (a) WILL MEET YOUR REQUIREMENTS, (b) WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (c) AND THE RESULTS OR DATA THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR MATERIALS WILL BE ACCURATE OR RELIABLE, OR (d) WILL MEET YOUR EXPECTATIONS.  ANY DOWNLOADS ARE DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM ANY SUCH DOWNLOAD.

LIMITATION OF LIABILITY


USAT WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE), ARISING IN CONNECTION WITH OR OUT OF THE ACCESS TO OR USE OF THE SITE OR MATERIALS, EVEN IF USAT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF OR ALTERATION TO YOUR CONTENT, OPPORTUNITY, REVENUES, PROFITS OR REPUTATION, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE CONTENT, GOODS OR SERVICES.  USAT’S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT OR TORT OR OTHERWISE, WILL NOT EXCEED $100.  YOU AGREE THAT USAT WOULD NOT ENTER INTO THIS AGREEMENT USE WITHOUT THESE LIMITATIONS ON ITS LIABILITY.  IN JURISDICTIONS WHERE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES IS NOT PERMITTED, USAT’S LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

INDEMNIFICATION

You hereby agree to indemnify, defend, and hold harmless USAT and its officers, directors, shareholders, affiliates, employees, agents, service providers, contractors, assigns, users, customers, providers, licensees, and successors in interest ("Indemnified Parties") from any and all claims, losses, liabilities, damages, fees, expenses and costs (including attorneys' fees, court costs, damage awards, and settlement amounts) that result from any claim or allegation (“Claim”) against any Indemnified Party arising in any manner from: (1) your access to or use of the Site or Materials, (2) your collection and disclosure of any of our Materials or IPR, (3) your violation or alleged violation of applicable laws, (4) your negligence or willful misconduct, or (5) your breach or alleged breach of any representation, warranty, or other provision of this Agreement.  USAT will use reasonable efforts to provide you with notice of any such claim or allegation, and USAT will have the right to participate in the defense of any such claim at its expense.

TERMINATION AND SUSPENSION

This Agreement will remain in effect until terminated by either party. You may terminate this Agreement at any time by ceasing to access the Site and by destroying all Materials that you have downloaded from the Site. You acknowledge and agree that USAT may terminate your access to all or any part of the Site, with or without notice, for any or no reason, in its sole discretion, without liability of any kind. USAT may also, in its sole discretion and at any time, discontinue providing the Site, or any part thereof, with or without notice, without liability of any kind. Upon termination or expiration of these Terms of Use for any reason: (1) all rights and subscriptions granted to you under this Agreement will terminate; and (2) You will immediately cease all use of and access to the Site.  Any Section of this Agreement which, by it nature, should survive the termination of this Agreement so shall survive.

Without limiting USAT’s right to terminate this Agreement, USAT may also suspend your access to the Site or any Materials, with or without notice to you, upon any actual, threatened, or suspected breach of this Agreement or applicable law or upon any other conduct deemed by USAT, in its sole discretion, to be inappropriate or detrimental to USAT or any third party.

COPYRIGHT NOTICES

USAT respects the intellectual property rights of others. We endeavor to promptly respond to any claim that the Site or anything on the Site infringes the copyright of any person. We will use reasonable efforts to investigate notices of alleged infringement and will take appropriate action under intellectual property law when we believe an infringement has taken place. To notify USAT of a possible infringement, notices should be sent to:

                        DMCA Agent:

Matthew Stone

USA Triathlon

5825 Delmonico Dr., Ste. 200

Colorado Springs, CO 80919

719-597-9090

info@usatriathlon.org

Your notice should include a detailed description of the alleged infringement that will enable USAT to make a reasonable determination. If USAT has notified you that you may be infringing, you may provide us with a counter notice (using the contact information above) containing sufficient information for us to make a reasonable determination. Please note that you may be held accountable for damages (including attorney’s fees) for misrepresenting infringement.

CHILDREN

The Site and Materials are not intended for children. The Materials, and certain content (including User Content) may be inappropriate for children. We do not knowingly allow the registration of children on our Site.

CHOICE OF LAW AND JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado, without giving effect to any principles of conflicts of law. You agree that any action at law or in equity arising out of or relating to this Agreement shall be filed only in the state or federal courts located in the State of Colorado, and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action.

EQUITABLE RELIEF

You acknowledge that any breach or threatened breach of this Agreement by you will result in irreparable harm for which damages would not be an adequate remedy, and, therefore, in addition to its rights and remedies otherwise available at law, USAT will be entitled to seek immediate equitable relief, including injunctive relief, as appropriate. USAT will be entitled to the relief described in this paragraph without the requirement of posting a bond. If USAT seeks any equitable remedies, it will not be precluded or prevented from seeking remedies at law, nor will it be deemed to have made an election of remedies.

DISPUTES.

You agree that USAT may elect to resolve all disputes, controversies, or claims arising under, out of, or relating to this Agreement in accordance with the procedures set forth in this Section.  If any dispute cannot be resolved through negotiations between the parties within five days of notice from one party to the other of the dispute, USAT may elect to finally settle such dispute through binding arbitration under the arbitration rules of the American Arbitration Association ("AAA") then in effect (the "Rules").  USAT may commence the arbitration by delivering a request for arbitration as specified in the Rules.  The arbitration will be conducted before a sole neutral arbitrator selected by agreement of the parties.  If the parties cannot agree on the appointment of a single arbitrator within 30 days (the "Initial Period") after the request for arbitration, a neutral arbitrator will be selected as provided in the Rules.  The arbitration will be conducted exclusively in the English language at a site specified by USAT in the State of Colorado, U.S.A.  The award of the arbitrator will be the exclusive remedy of the parties for all claims, counterclaims, issues or accountings presented or plead to the arbitrator.  The award of the arbitrators will require payment of the costs, fees, and expenses incurred by the prevailing party in any such arbitration by the non-prevailing party.  Judgment upon the award may be entered in the federal or state courts in the State of Colorado U.S.A., and you irrevocably submit to the personal jurisdiction and venue of any such courts in any action or proceeding brought to enforce a judgment.  Any additional costs, fees, or expenses incurred in enforcing the award may be charged against the party that resists its enforcement. 

ATTORNEYS’ FEES

In addition to any other relief, the prevailing party in any action arising out of this Agreement will be entitled to its reasonable attorneys’ fees and costs.

SEVERABILITY

If any provision or part of this Agreement will be declared illegal, void or unenforceable, the remaining portions will continue in full force and effect to the extent permitted by law insofar as the primary purpose of this Agreement is not frustrated.

WAIVER

Any waiver by either party of a breach of any provision of this Agreement will not operate as or be construed to be a waiver of any other breach of such provision or of any breach of any other provision of this Agreement.

CONSENTS

Whenever the consent or approval of USAT is required hereunder, such consent or approval may be given or withheld by USAT in its sole discretion.

ENTIRE AGREEMENT

This Agreement contains the entire understanding between the parties relating to the subject matter herein contained and supersedes all prior oral and written understandings, arrangements and agreements between the parties relating thereto.

QUESTIONS AND COMMUNICATIONS

If you have any questions about this Agreement, you can contact us as follows:

send an e-mail to us at info@usatriathlon.org

This Agreement was last updated November 26, 2018.