Power90 Terms
Welcome.
This Menttium User Agreement (“User Agreement”), which is between Menttium Corporation (“Menttium”) and you, the user of the Menttium Service (defined below), sets forth the terms and conditions under which you may access and use our service.
Your use of the Menttium Service is governed by, and you and Menttium agree to abide by, these terms and conditions of this User Agreement, and Menttium’s Privacy Policy, as well as any rules, policies, or guidelines posted or otherwise promulgated by Menttium.
Any conflict or inconsistency between Menttium’s Privacy Policy and this User Agreement will be controlled by this User Agreement.
If you do not agree to be bound by this User Agreement, you may not access nor use the Menttium Service.
Menttium reserves the right to add, delete, or otherwise modify any provision of this User Agreement at any time, without prior notice, by posting amended terms & conditions on this website. Your continued use of Menttium Service indicates your agreement to be bound by any such amended User Agreement. No modification or waiver of any provision this User Agreement will be binding on Menttium unless Menttium posts it on this website or consents to in a writing signed by Menttium.
Description of Service
The Menttium Power90 includes an online service offered to provide a platform for Menttium to share relevant content and materials with you (collectively, the “Menttium Service”) and enables you to network with other professionals. Whether looking for career advice or an industry expert, Menttium users can make contact with other professionals in a variety of industries who are users of the Menttium Service. The term “Menttium Service” includes access and use, as well as any related documentation (electronic or hardcopy) provided by Menttium.
Eligibility
The Menttium Service is available to current participants in Menttium Power90. The Menttium Service is not available to minors under the age of 18 or to any users whose access to the Menttium Service has been terminated by Menttium for any reason. A user may not have more than one active account. Additionally, users are prohibited from selling, trading, or otherwise transferring their Menttium account. If you do not qualify, you may not use the Menttium Service.
Grant of License
Subject to the terms and conditions of this User Agreement, Menttium grants you a nonexclusive, nontransferable, revocable, nonassignable, nonsublicensable, limited license to use the Menttium Service for your personal or internal business purposes in accordance with this User Agreement. All rights not expressly granted herein are reserved by Menttium.
Restrictions
You agree not do any of the following: (a) make any or all of the Menttium Service available to any person or entity through any rental, transfer, loan, sale, service bureau, time share, internet, intranet, distribution, or other method or arrangement, (b) reverse engineer, decompile, disassemble, modify, or otherwise try to discover any source code or underlying structures, ideas or algorithms of any or all of the Menttium Service (except and only to the extent, if any, that these restrictions are expressly prohibited by statutory law), (c) copy, adapt, merge, create derivative works of, translate, localize, port, or modify the Menttium Service, (d) alter, obscure or remove any trademark, patent notice or other proprietary or legal notice displayed by or contained in the Menttium Service, (e) use the Menttium Service or allow the transfer, transmission, export, or re-export of any or all the Menttium Service in violation of any law, (f) use the Menttium Service in an automated process, (g) disable or circumvent any security features of the Menttium Service, nor (h) permit any third party to engage in any of the foregoing proscribed acts. Menttium reserves the right to obtain compliance verification and to conduct audits to verify compliance with all the terms of this User Agreement. You acknowledge that the Menttium Service may contain code or require devices that detect or prevent unauthorized use of, or disable, the Menttium Service, and you agree not to circumvent or disable such code or devices.
Ownership
The Menttium Service is protected by United States federal and state intellectual property laws and international treaties. Menttium and its licensors own and retain all right, title and interest in and to the Menttium Service, including, without limitation, all copyrights, patent rights, trademarks, trade secrets, service marks, trade names, trade dress, and any and all other intellectual property rights therein of every nature. Access or use of the Menttium Service does not transfer any ownership, nor any title to any of the intellectual property in the Menttium Service. Whether you downloads or otherwise receive a copy of the Menttium Service, whether electronically or in any media, you agrees that you will be receiving the Menttium Service not through sale, but only through license, such that the “first sale” doctrine of 17 U.S.C. §109 does not apply to your receipt of the Menttium Service (i.e., you will have no right to sell or otherwise dispose of the Menttium Service or Documentation, nor any other rights under 17 U.S.C. §109).
Login Information
You are responsible for maintaining the confidentiality of your password and account, and are responsible for all activities that occur under your password or account with or without your knowledge. If you knowingly provide your login information to another person, your account privileges may be terminated. You agree to immediately notify Menttium of any unauthorized use of your password or account or any other breach of security.
Termination
You agree that Menttium may, with or without cause, immediately terminate your Menttium account and access to the Menttium Service without prior notice. Without limiting the foregoing, the following may lead to a termination by Menttium of a user’s use of the Menttium Service (a) breach of this User Agreement, (b) requests by law enforcement or other government agencies, (c) a request by you (self-initiated account deletions), (d) unexpected technical issues or problems, and (e) extended periods of inactivity. Termination of your Menttium account includes removal of access to all offerings within the Menttium Service and may also bar you from further use of the Menttium Service. Furthermore, you agree that all terminations will be made in Menttium’s sole discretion and that Menttium will not be liable to you nor to any third-party for any termination of your account or access to the Menttium Service. Under any circumstances when Menttium may terminate your account or access to the Menttium Service, Menttium may instead suspend such account and access, without limiting its absolute right to thereafter terminate or reinstate such account and access.
User Conduct
You agree not to use the Menttium Service to:
- Post content or initiate communications which are unlawful, libelous, abusive, obscene, discriminatory, or otherwise objectionable.
- Use the Menttium Service for any illegal purpose, including, but not limited to, conspiring to violate laws.
- Falsely state, impersonate, or otherwise misrepresent your identity, including, but not limited to, the use of a pseudonym, or misrepresenting your current or previous positions and qualifications, or your affiliations with a person or entity, past or present.
- Upload, post, email, transmit or otherwise make available any content or initiate communications which include information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as insider information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements).
- Upload, post, email, transmit or otherwise make available any content or initiate communication that infringes upon patents, trademarks, trade secrets, copyrights, privacy, or other third partyrights.
- Upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation. This prohibition includes, but is not limited to, the following (a) Using Menttium invitations to send messages to people who don’t know you or who are unlikely to recognize you as a known contact; (b) Using Menttium to connect to people who don’t know you and then sending unsolicited promotional messages to those direct connections without their permission; and (c) Sending messages to distribution lists, newsgroup aliases, or group aliases.
- Upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy, corrupt, or limit the functionality of any computer software, data, or hardware or telecommunications equipment.
Stalk or harass anyone. - Forge headers or otherwise manipulate identifiers in order to disguise the origin of any communication.
- Post content in fields that aren’t intended for that content.
Interfere with or disrupt the Menttium Service or servers or networks connected to the Menttium Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Menttium Service.
Menttium Program Participants – User Conduct
You agree to the following additional terms and conditions:
You agree to honor confidentiality with your Peers and Peers’ company or organization (collectively, your “Peers”). You acknowledge and agree that a duty is owed to your Peers to maintain the confidentiality of Confidential Information of your Peers provided by your Peers or otherwise obtained by you. You will treat such information as confidential, and will not use, disclose, duplicate, copy, transmit or otherwise disseminate (or permit to be used, disclosed, duplicated, copied, transmitted or otherwise disseminated) it at any time during or after the termination of this User Agreement, except for the benefit of your Peers or as specifically permitted in writing by your Peers, whether you have such information in your memory or it is embodied in electronic, writing or other form. The term “Confidential Information” will include, without limitation:
- Any information of your Peers and Peers’ not generally known to the public, including, without limitation, any trade secrets or proprietary information concerning your Peers, its sales, personnel or accounting procedures, accounts, operations, devices, techniques, methods, business plans, software (regardless of its state of completion or form of recordation), data processing programs, data bases, models, product proposals, internally devised technology, system or network architecture or topology, secret processes, products, capacities, systems, security practices, research development, machines, inventions, legal agreements, research projects and Work(s), and other means used by your Peers in the provision of services to customers and in the conduct of business, whether developed, acquired or compiled by your Peers.
- Any information concerning customers and prospective customers of your Peers, and the affairs and business activities of your Peers and/or its customers, including, without limitation, trade secret and proprietary information concerning accounts, financial standing, investment holdings, your Peers’ marketing strategies and other personal financial data compiled by your Peers and/or provided by customers, specific financial needs and requirements with respect to investment, financial position and standing, leads, referral and references to customers, holding book or customer book pages, assets and obligations carried in accounts of customers, and all records and documents concerning the business and affairs of your Peers and/or customers (including copies and originals and any graphic format or electronic media) whether developed, compiled or acquired by your Peers.
- The identity of any and all confidential or proprietary information or data belonging to or concerning any of your Peers’ customers and any third parties which is in the possession, custody or control of your Peers.
Such information does not lose its status as Confidential Information merely because it is known by a limited number of persons or entities other than your Peers or because it was not originated by your Peers. Confidential Information also includes information shared with your Peers by a third party with a reasonable expectation that it will be kept confidential.
The obligation to treat information as Confidential Information will not apply to information which you can show (i) is or becomes generally available to the public without fault on your part , (ii) was or becomes in your possession independent of your relationship with your Peers, (iii) is independently developed by you without any use of any Confidential Information and outside your connection with your Peers, (iv) is obtained rightfully by you without restriction on disclosure or use from third parties not bound by an obligation of confidentiality.
You agree that cross-recruiting is not allowed. This means that nominating, soliciting, or otherwise recruiting your program Peers to work for you, for your organization, or for any other organization is expressly prohibited.
You understand that your conversations with your mentoring Peers or a Menttium staff member will remain confidential. However, information regarding your attendance at events may be shared with your organization, if your organization has enrolled you in this program. In addition, aggregate data regarding your satisfaction and involvement with the Menttium Program may be shared with your company, if your organization has enrolled you in this program. Without limitation of the terms and conditions set forth in our Privacy Policy, you understand and agree that Menttium may disclose personally identifiable information if required to do so by law or in the good faith belief that such disclosure is reasonably necessary to comply with legal process, enforce this User Agreement, or protect the rights, property, or safety of Menttium, its users, or the public.
International Use
Recognizing the global nature of the Internet, you agree to comply with all applicable local laws, rules, and regulations, including, but not limited to, those regarding online conduct and acceptable content. Specifically, and without limitation, you agree to comply with all applicable laws, rules, and regulations regarding the transmission of technical or other data exported from the United States or any other country.
Information Provided on this Website
In the course of using the Menttium Service, users may provide information about themselves which may be visible to certain other users (see our Privacy Policy to learn more about information collected on this website). You understand that by posting content on the Menttium website or otherwise providing information or materials to Menttium, you are granting to Menttium Corporation a royalty-free, perpetual, irrevocable license to use this information in the course of offering the Menttium Service. Furthermore, you understand that Menttium retains the right to reformat, excerpt, or translate any materials submitted by you. You understand that all information publicly posted or privately transmitted through the Menttium Service is the sole responsibility of the person from which such content originated and that Menttium will not be liable for any errors or omissions in any content. You understand that Menttium cannot guarantee the identity of any other users with whom you may interact in the course of using the Menttium Service. Additionally, we cannot guarantee the authenticity of any data which users may provide about themselves or relationships they may describe.
Access to Service
Use of manual or automated software, devices, or other processes to “crawl” or “spider” any web pages contained in the Menttium website is prohibited. You agree not to monitor or copy, or allow others to monitor or copy, our web pages or the content included herein. You also agree not to “frame” or otherwise simulate the appearance or function of this website. Furthermore, you agree not to take any action that interferes with the proper working of or places an unreasonable load on our infrastructure, including but not limited to unsolicited communications, attempts to gain unauthorized access, or transmission or activation of computer viruses.
Menttium Communications
In the course of providing you services, Menttium may need to communicate with you via email (see our Privacy Policy to learn more about communications). You agree to receive emails, telephone calls or regular mail which are specific to your account and appropriate for the normal functioning of the Menttium Service. You also agree to have your name and/or email address listed in the header of certain communications which you initiate through the Menttium Service.
Monitoring & Enforcement
While we have the right to monitor activity and content associated with the Menttium Service, we are not obligated to do so. And since we do not, and may not have the ability to, control or actively monitor content, we don’t guarantee its accuracy, integrity or quality. Because community standards vary and individuals sometimes choose not to comply with our policies and practices, in the process of using our website, you may be exposed to content that you find offensive or objectionable. You can contact our Client Relations Department (contactus@menttium.com) to let us know of content that you find objectionable. We may investigate the complaints and violations of our policies that come to our attention and may take any action that we believe is appropriate, including, but not limited to, issuing warnings, removing the content or terminating accounts. However, because situations and interpretations vary, we also reserve the right not to take any action. Under no circumstances will we be liable in any way for any content, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of, access to, or denial of access to any content on the website.
Fees
Menttium reserves the right to charge for the Menttium Service or any portion thereof, modify the pricing of, add to, or discontinue the Menttium Service, or any portion thereof, all without prior notice.
Indemnification
You agree to indemnify and hold harmless Menttium , its affiliates, its and their directors, officers, employees, independent contractors, agents, shareholders, and other users’ partners from any damages (whether direct, indirect, incidental, special, consequential, exemplary, or any other types of damages) resulting directly or indirectly from (i) your use of the Menttium Service; (ii) unauthorized access to or alteration of your communications with or through the Menttium Service, or (iii) any other matter relating directly or indirectly to the Menttium Service. Any transactions which may arise between users from their use of the Menttium Service are the sole responsibility of the users involved.
Without limitation of the terms and conditions set forth in our Privacy Policy, you understand and agree that Menttium may disclose personally identifiable information if required to do so by law or in the good faith belief that such disclosure is reasonably necessary to comply with legal process, enforce this User Agreement, or protect the rights, property, or safety of Menttium, its users, and the public.
Disclaimer of Warranties
YOU AGREE THAT THE MENTTIUM SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THAT MENTTIUM DOES NOT ASSUME ANY RESPONSIBILITY FOR PROMPT OR PROPER DELIVERY, OR RETENTION OF ANY USER INFORMATION OR COMMUNICATIONS BETWEEN USERS. MENTTIUM ASSUMES NO RESPONSIBILITY FOR THE ACCURACY OR EXISTENCE OF ANY COMMUNICATIONS BETWEEN USERS.
MENTTIUM EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED, TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE (SPECIFIED OR OTHERWISE), RELIABILITY, COMPLETENESS, AVAILABILITY, QUIET ENJOYMENT, INTEGRATION, SUITABILITY, NON-INFRINGEMENT, AND ALL WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING, PERFORMANCE, OR USAGE OF TRADE, OR OTHERWISE. WITHOUT LIMITING THE FORGOING, MENTTIUM MAKES NO WARRANTY THAT (i) THE MENTTIUM SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE MENTTIUM SERVICE WILL BE FREE FROM DEFECTS OR VIRUSES OR THAT IT WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE MENTTIUM SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE MENTTIUM SERVICE WILL MEET YOUR NEEDS OR EXPECTATIONS, NOR THAT (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
YOUR USE OF THE MENTTIUM SERVICE AND ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH USE OF THE MENTTIUM SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY RESULTING DAMAGE, INCLUDING, BUT NOT LIMITED TO, DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA . NO ADVICE OR INFORMATION, ORAL OR WRITTEN, OBTAINED BY YOU FROM MENTTIUM OR THROUGH OR FROM THE MENTTIUM SERVICE WILL CREATE ANY WARRANTY WHATSOEVER.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN TYPES OF WARRANTIES OR THE LIMITATION OR EXCLUSION OF CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
Assumption of Risk
You represent and warrant that you have independently verified that the Menttium Service is appropriate for the purposes for which you intend to use it. You assume the entire risk related to such use, including, without limitation, adopting measures to limit your exposure with respect to potential losses and damages arising from the use, nonuse, interruption, delay, errors, or omissions of or in the Menttium Service, or the results thereof.
Entire Agreement
This User Agreement constitutes the entire agreement between you and Menttium regarding the subject matter and supersedes any prior or contemporaneous negotiations, understandings, representations, warranties, promises, or agreements (oral or written) between you and Menttium regarding such subject matter.
Exclusion & Limitation of Liability
YOU AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES AND UNDER NO THEORY (WHETHER UNDER CONTRACT LAW, TORT, STRICT LIABILITY, PROPERTY, STATE, FEDERAL OR OTHER LAW, AND WHETHER COMMON LAW, STATUTE, RULE, REGULATION, EQUITY, OR OTHERWISE) WILL MENTTIUM, ITS AFFILIATES, ITS AND THEIR EMPLOYEES, INDEPENDENT CONTRACTORS, OFFICERS, DIRECTORS, SHAREHOLDERS, AGENTS, OR LICENSORS, BE LIABLE TO YOU OR TO ANY OTHER PERSON OR ENTITY IN CONNECTION WITH ANYTHING RELATING, DIRECTLY OR INDIRECTLY, TO THE MENTTIUM SERVICE (WHETHER ITS USE, THE INABILITY TO USE IT, OR OTHERWISE). THIS EXCLUSION INCLUDES, BUT IS NOT LIMITED TO, ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER LOSSES (EVEN IF MENTTIUM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF FORESEEABLE). TO THE EXTENT ANY LIABILITY IS NOT EXCLUDED BY THE FOREGOING EXCLUSION, IN NO EVENT WILL MENTTIUM’S TOTAL CUMULATIVE LIABILITY EXCEED ONE THOUSAND ($1,000) DOLLARS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU.
Trademarks
Menttium, the Menttium logo, and other Menttium logos and names are trademarks of Menttium Corporation. You agree not to display or use these trademarks in any manner without Menttium’s prior, written permission.
Successors & Assigns
This User Agreement will be binding on the parties, their successors, heirs, estates, legal representatives, and assigns. Assignment of this User Agreement by you is prohibited. Menttium may assign this User Agreement.
Dispute Resolution.
Any dispute, claim, or controversy of any nature whatsoever, whether relating to this User Agreement or otherwise, and whether arising under contract, tort, property law, state law, federal law, common law, statute, rule, regulation or otherwise, will be resolved exclusively before a single neutral arbitrator under the expedited commercial rules and procedures of the American Arbitration Association in Minneapolis, MN. Each party will pay its own attorney’s fees and other expenses and the AAA fees (including the arbitrator fees) will be equally shared. Any related litigation will be exclusively in a state or federal court in Minneapolis, MN, and the parties irrevocably submit to the exclusive jurisdiction and venue of such courts.
Governing Law & Interpretation
This User Agreement between you and Menttium Corporation will be governed by the laws of the State of Minnesota without regard to conflict of laws principles. Neither the United Nations Convention of Contracts for the International Sale of Goods nor the Uniform Computer Information Transactions Act will apply to this User Agreement. If any provision of this User Agreement is held invalid or unenforceable, it shall be deemed modified as necessary to make it valid and enforceable in the manner that best advances the spirit of the agreement. Nothing in this User Agreement will be interpreted to create an agency, partnership or joint venture between you and Menttium. The rule of interpreting ambiguities against the draft will not apply. Nothing in this User Agreement will be interpreted to confer any third-party rights or benefits. The section titles of this User Agreement are for convenience only and have no legal effect.
Please send any questions or comments, or report violations of this User Agreement to:
Menttium Corporation
Attn: User Agreement Issues/COO
6625 Lyndale Avenue S,
Suite 400
Richfield, MN 55423