WBENC Website Terms and Conditions
Last Updated: November 20, 2024
THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL ASCONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. PLEASE READ IT CAREFULLY. THESE TERMS AND CONDITIONS EFFECT YOUR RIGHTS AS THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
BY USING WBENCLink2.0 OR ANY OTHER VERSION (COLLECTIVELY, “WBENCLink”), YOU AFFIRM THAT YOU ARE OF LEGAL AGE TO ENTER INTO THESE TERMS AND CONDITIONS AND YOU ACCEPT AND ARE BOUND BY THESE TERMS AND CONDITIONS. YOU AFFIRM THAT YOUR USE OF WBENCLink IS ON BEHALF OF AN ORGANIZATION AS PART OF YOUR EXPRESS DUTIES AND RESPONSIBILITIES, INCLUDING AS AN EMPLOYEE WITHIN SUCH ORGANIZATION OR AS A CONSULTANT HIRED BY SUCH ORGANIZATION TO ASSIST WITH PROCUREMENT, AND THAT YOU HAVE THE LEGAL AUTHORITY TO BIND SUCH ORGANIZATION TO THESE TERMS AND CONDITIONS.
YOU MAY NOT OBTAIN SERVICES FROM THIS WEBSITE IF YOU (1) DO NOT AGREE TO THESE TERMS AND CONDITIONS, (B) ARE NOT THE OLDER OF (i) AT LEAST 18 YEARS OF AGE OR (ii) LEGAL AGE TO FORM A BINDING CONTRACT WITH WBENC, OR (C) ARE PROHIBITED FROM ACCESSING OR USING THIS WEBSITE OR ANY OF THE WEBSITE’S CONTENTS OR SERVICES BY APPLICABLE LAW.
1. Acceptance of the Terms and Conditions. Your use of this Website (the “Website”) and the programs and services, including but not limited to WBENCLink2.02.0, (collectively, the “Services”) provided by the Women’s Business Enterprise National Council (referred to as “us,” “we,” or
“WBENC”) are subject to these Terms and Conditions (“Terms”), which include the Privacy Policy set forth on this Website Privacy Policy – WBENC: WBENC, which is hereby incorporated into these Terms by reference.
PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS WEBSITE OR THE SERVICES. BY USING THIS WEBSITE OR THE SERVICES, OR BY CLICKING TO ACCEPT OR AGREE TO THE TERMS AND CONDITIONS WHEN THIS OPTION IS MADE AVAILABLE TO YOU, YOU ACCEPT AND AGREE TO BE BOUND BY AND TO COMPLY WITH THESE TERMS AND OUR PRIVACY POLICY. IF AN INDIVIDUAL IS USING THIS WEBSITE ON BEHALF OF AN ORGANIZATION (INCLUDING A CORPORATE MEMBER), WHETHER AS AN OWNER, EMPLOYEE, CONSULTANT OR AGENT OF SUCH ORGANIZATION, BY DOING SO, SUCH INDIVIDUAL REPRESENTS THAT THEY HAVE THE LEGAL CAPACITY AND AUTHORITY TO BIND SUCH ORGANIZATION TO THESE TERMS. “YOU” SHALL REFER BOTH TO THE INDIVIDUAL ACCESSING THIS WEBSITE ON BEHALF OF AN ORGANIZATION, IF ANY, AND ANY SUCH ORGANIZATION ITSELF. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THIS WEBSITE OR THE SERVICES.
2. Changes to the Terms and Conditions. WBENC MAY CHANGE THESE TERMS FROM TIME TO TIME IN OUR SOLE DISCRETION. ALL SUCH CHANGES WILL BE EFFECTIVE AS OF THE “LAST UPDATED DATE” REFERENCED ON THE WEBSITE. USE OF THIS WEBSITE AFTER SUCH CHANGES HAVE BEEN POSTED CONSTITUTES YOUR ACCEPTANCE OF AND AGREEMENT TO ALL SUCH CHANGES. YOU AGREE TO BE BOUND BY THESE TERMS AS THEY EXIST ON THIS WEBSITE AT THE TIME YOU USE THIS WEBSITE OR ANY SERVICES.
You are expected to check this page from time to time so that you are aware of any changes, as they are binding on you.
3. Use of this Website and the Services. You may use this Website and the Services only in accordance with the Terms and any posted policies and procedures that appear on this Website, and only for lawful purposes. You agree not to use this Website and/or Services to: (a) transmit any material that infringes or misappropriates any third party’s copyright, trademark, trade secret, patent, or other proprietary rights, (b) transmit any material that is false, inaccurate, fraudulent, or misleading, (c) distribute computer viruses, worms, or software intended to damage or alter a computer system without the owner’s consent, (d) use “auto-responders,” “cancel-bots,” or other similar mechanisms that generate excessive network traffic or otherwise attempt to interfere with the proper working of the Website, (e) transmit any unlawful, harmful, defamatory, pornographic, obscene, vulgar, threatening, harassing or otherwise objectionable material, (f) send or relay any unsolicited advertising, junk mail, spam, or chain letters or any other similar solicitation, (g) exceed your permitted access or attempt to gain unauthorized access to this Website or any part thereof, or other accounts, computer systems or networks connected to this Website, through login password mining or any other means or to impersonate or attempt to impersonate any user or other person or entity, (h) frame any portions of this Website within another website or establish links from any other website to any page of this Website without the prior written authorization from WBENC, (i) violate any applicable federal, state, local, or international law or regulations (including, without limitation, any laws regarding the export of data or software to and from the US or other countries), (j) engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm WBENC or users of the Website, or expose them to liability, (k) use any process to monitor or copy any of the material on the Website, or any other purpose, not expressly authorized in these Terms, without prior written consent, or (l) resell the use of, or access to, this Website or the Services to any third party without WBENC prior written consent. WBENC reserves the right to terminate your access to this Website or Services at any time without notice if it determines, in its sole discretion, that you have violated or failed to comply with any of these Terms. In addition, and unless and to the extent otherwise stated in these Terms or in any separate written agreement between WBENC and you, WBENC may terminate, suspend or limit your use of this Website and the Services at any time, for any reason or no reason, and without any notice of any kind to you.
4. User ID, Password and Security. To access some of the resources on the Website, including the Services, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website and/or Services that all the information you provide on the
Website is correct, current, and complete. You agree that any information you provide to register to use the Website, Services, or otherwise, including, but not limited to, any interactive features on the Website, is governed by our Privacy Policy – WBENC: WBENC.
You are responsible for maintaining the confidentiality of any user ID and/or password or other identifier used by you in connection with this Website or the Services. You are solely responsible for all activities that occur under or with the use of your user ID and/or password, and you agree
to notify WBENC immediately of any actual or suspected loss, theft, unauthorized disclosure or unauthorized use of your user ID and/or password or any other actual or suspected breach of security related to this Website. WBENC has the right to disable any user ID and/or password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms.
WBENC WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING FROM YOUR FAILURE TO SAFEGUARD YOUR USER ID
AND/OR PASSWORD OR TO COMPLY WITH THIS SECTION.
We will not be liable if, for any reason, all or any part of the Website is unavailable at any time or for any period, including any Services. From time to time, we may restrict user access, including registered user access, to some parts of the Website or the entire Website, including the Services.
5. Services. The provision to you of the Services by WBENC may be subject to other terms, conditions, and restrictions set forth on this Website or otherwise communicated in writing to you or your Organization by WBENC, including via email. With respect to WBENCLink2.0, WBENC has
compiled proprietary data submitted through the WBENC Certification Application Process including, but not limited to, the names of women owned businesses having the WBENC Certification (“WBE”) as well as other information on the application (the “Data”). Subject to and conditioned upon payment of certain fees by a party (“Organization” or “Corporate Member”), certain registered users of such Organization (“Registered Data Users”) will be provided access to the Data solely for the purposes of searching or sourcing potential suppliers based on procurement needs of the Organization (the “Permitted Use”). Such Registered Data Users having access to Data shall only use the Data for the
Permitted Use and shall not disclose, release, distribute, or deliver the Data, or any portion thereof, to any third party or to any person within Registered Data User’s Organization that does not have a WBENC approved password to access the Data or have a need to know a portion of the Data to fulfill the purpose of the Permitted Use. Without limiting the foregoing, any Registered Data User shall not at any time, directly or indirectly:
(i) use the Data for its own commercial purpose, including to transmit or procure the sending of any advertising or promotional materials, (ii) modify or create derivative works of the Data, in whole or in part, (iii) copy or download the Data that in any way exceeds the Permitted Use, (iv) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Data, (v) remove any proprietary notices included within the Data, or (vi) use the Data for any unauthorized or unlawful purpose. WBENC has the right to disable any Registered Data User’s access to the Services, including WBENCLink2.0, at any time, in our sole discretion, including if, in our opinion, you have violated
this Section 5 or your Organization has not paid any required fees to access such Data.
6. Proprietary Rights. This Website, certain content herein, the Services, and any underlying or related software or other intellectual property may be protected by copyright, trademark, patent, and/or other intellectual property and proprietary rights laws and are owned (along with all
proprietary rights therein) by WBENC or licensors to WBENC. With respect to the Data, you acknowledge that, as between you as a Registered Data User (including your Organization) and WBENC, WBENC owns all right, title, and interest, including all intellectual property rights, in and to
the Data. You further agree that you will not copy, distribute, republish, display, post, transmit, download, or modify any content you obtain from this Website without prior written permission from WBENC; provided, however, that you may download or print a copy of information from the Website for your use in learning about or using the Services within the confines of the Permitted Use.
Trademarks. The WBENC name and WBENC Certified Business, and related names, designs, logos, slogans and taglines (collectively, “marks”) are the trademarks of WBENC or its affiliates or licensors. You must not use such marks without the prior written permission of WBENC. Notwithstanding the foregoing, WBEs and Corporate Members in good standing may access and use marks as permitted through WBENCLink2.0 and our brand guidelines.
7. Warranty Disclaimer. THIS WEBSITE, THE SERVICES, AND ANY INFORMATION PROVIDED THROUGH THIS WEBSITE ARE PROVIDED BY WBENC ON AN “AS IS” BASIS, AND NEITHER WBENC NOR ITS PARTNERS, AFFILIATES, VENDORS OR SUBCONTRACTORS MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS WEBSITE OR SERVICES OR THE INFORMATION MADE AVAILABLE BY OR THROUGH THIS WEBSITE OR THE SERVICES. IN ADDITION, WBENC DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY AND NON-STATUTORY, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY OF INFORMATION, TITLE, QUIET ENJOYMENT, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, OR ANY WARRANTY ARISING FROM COURSE OF DEALING OR CUSTOM OF TRADE. NEITHER
WBENC NOR ANY OF ITS PARTNERS, AFFILIATES, VENDORS OR SUBCONTRACTORS WARRANTS THAT USE OF THIS WEBSITE OR THE SERVICES WILL BE UNINTERRUPTED, AVAILABLE AT ANY TIME OR FROM ANY PARTICULAR LOCATION, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS WEBSITE OR SERVICES IS FREE OF VIRUSES OR OTHER POTENTIALLY HARMFUL COMPONENTS. WBENC MAKES NO WARRANTY OF ANY KIND THAT THE DATA, OR ANY PRODUCTS OR RESULTS OF ITS USE, WILL MEET ANY ORGANIZATION’S, YOUR, OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE. Some jurisdictions may not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you.
8. Limitation of Liability. IN NO EVENT WILL WBENC OR ANY OF ITS PARTNERS, AFFILIATES, VENDORS OR SUBCONTRACTORS, INCLUDING ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION THOSE RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION) ARISING OUT OF THE USE OF OR INABILITY TO USE THIS WEBSITE, THE SERVICES,
OR ANY WEBSITES LINKED TO THIS WEBSITE, WHETHER BASED ON CONTRACT, TORT OR OTHER LEGAL THEORY, AND
REGARDLESS OF WHETHER WBENC KNEW OR WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE
LIABILITY INCURRED BY WBENC FOR DIRECT DAMAGES ARISING FROM OR RELATING TO THIS WEBSITE OR THE SERVICES (REGARDLESS OF THE CAUSE OF ACTION, WHETHER UNDER CONTRACT, TORT, OR OTHER LEGAL THEORY) IS LIMITED TO THE GREATER OF (i) THE AMOUNT PAID BY THE ORGANIZATION TO WBENC FOR THE SPECIFIC SERVICE THAT IS THE SUBJECT OF THE DISPUTE OR (ii) $50. THE FOREGOING LIMITATIONS OF LIABILITY ARE INDEPENDENT OF, AND SHALL APPLY REGARDLESS OF, ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED OR EXCLUSIVE REMEDY. You acknowledge that WBENC has agreed to provide this Website and the Services in reliance on the exclusions of liability and disclaimers of warranty set forth herein. Some jurisdictions do not allow the limitation of incidental or consequential damages, so the above limitation may not apply to you.
9. Indemnification. You agree to indemnify and hold WBENC, its partners, affiliates, vendors, subcontractors, officers, employees, and agents harmless from any and all losses, liabilities, damages and/or costs (including reasonable attorneys’ fees) arising from any third-party claims
arising from or related to your use of this Website or the Services or your violation of or failure to comply with these Terms.
10. Communications with WBENC. Except as otherwise provided in the Privacy Policy regarding your personal information, any communication or material you transmit to WBENC by email or otherwise, including any data, questions, comments, suggestions or the like, is, and will be treated as, non-confidential and nonproprietary. Except to the extent expressly covered by the Privacy Policy, anything you transmit or post may be used by WBENC for any purpose, including but not limited to, reproduction, disclosure, transmission, publication, broadcast and posting. Furthermore, you expressly agree that WBENC is free to use any ideas, concepts, know-how, or techniques contained in any communication you send to WBENC without compensation and for any purpose whatsoever, including but not limited to, developing, manufacturing and marketing products and services using such information.
11. Privacy. WBENC takes the privacy of your personal information very seriously. Should you have any questions about our Privacy Policy, please contact WBENC Customer Service at wbenccustsvc@wbenc.org.
12. Severability. If any part of these Terms is held or declared to be invalid or unenforceable for any reason by any court of competent jurisdiction, such provision shall be ineffective but shall not affect any other part of these Terms
13. Waiver; Remedies. The failure of WBENC to partially or fully exercise any rights, or the waiver by WBENC of any breach of these Terms by you, shall not prevent a subsequent exercise of such right by WBENC or be deemed a waiver by WBENC of any subsequent breach by you of the same or any other provision of these Terms. The rights and remedies of WBENC under these Terms and any other applicable agreement between you and WBENC shall be cumulative, and the exercise of any such right or remedy shall not limit the right by WBENC to exercise any other right or remedy.
14. International Access. This Website and the Services are provided from the United States of America and all servers that make this Website available are located in the United States. The laws of other countries may differ regarding the access and use of this Website and the Services. WBENC makes no representations regarding the legality of this Website and the Services in any other country, and it is your responsibility to ensure that your use of this Website and the Services complies with all applicable laws.
15. Arbitration. YOU ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED BY ARBITRATION.
At the sole discretion of WBENC, any and all disputes pursuant to these Terms, or otherwise between you and WBENC, shall be submitted to binding arbitration in the District of Columbia in accordance with the commercial rules of the American Arbitration Association (“AAA”) then in effect. The costs of the arbitration shall be shared equally by you and WBENC, provided that the arbitrator may award attorneys costs and expenses to the prevailing party in an arbitration. You agree that any actions or disputes between you and WBENC shall be arbitrated or adjudicated between you and WBENC only and shall not be combined with any other actions or disputes of other parties. Notwithstanding the foregoing, this arbitration clause shall not in any way be deemed to limit the right of WBENC to commence an action in an appropriate court (and without submitting to arbitration) to protect its intellectual property rights or enjoin prohibited use of this Website or the Services.
16. Governing Law. The laws of the District of Columbia shall govern these Terms and any dispute arising therefrom or related thereto. Subject to the arbitration provision above, YOU HEREBY EXPRESSLY CONSENT TO EXCLUSIVE JURISDICTION AND VENUE IN THE COURTS LOCATED IN THE DISTRICT OF COLUMBIA FOR ALL MATTERS ARISING IN CONNECTION WITH THESE TERMS OR YOUR ACCESS OR
USE OF THIS WEBSITE OR THE SERVICES although WBENC retains the right to bring any suit, action, or proceeding against you relating to these Terms or the Services in any other jurisdiction. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE WEBSITE OR ANY SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED. 17. Entire Agreement. These Terms and the other policies and terms set forth on this Website and any terms in any applicable renewal notice set forth the entire agreement between you and WBENC on this subject matter and supersede all other negotiations, understandings, statements and agreements between you and WBENC.
18. Questions. Should you have any questions regarding these Terms, you may contact WBENC at wbenccustsvc@wbenc.org. Notwithstanding the foregoing, WBENC is under no obligation to provide end-user technical support for this Website or the Services.
COPYRIGHT INFORMATION
Women’s Business Enterprise National Council 1120 Connecticut Avenue NW – Suite 200 Washington, DC 20036
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The WBENC logo is a registered trademark of Women’s Business Enterprise National Council (WBENC)
