PROHUMAN FOUNDATION, INC.

TERMS AND CONDITIONS OF USE

Welcome to the Prohuman Foundation, Inc. (“PHF”) website, https://www.prohumanfoundation.org/ (the “Website”). By visiting, viewing, using, or accessing this Website and our applications, platforms, functionalities, content, materials, or other online services provided by PHF (the “Service” or “Services”), you agree to these Terms and Conditions of Use (the “Terms”).

Please read these Terms carefully. You acknowledge and agree that by (i) visiting, viewing, using, or accessing this Website or any Service, or (ii) clicking “agree” or similar links, you have read, understand, and agree to be bound by these Terms. If you do not agree to these Terms, you are not permitted to access or use this Website and must promptly exit this Website.
In these Terms, “we,” “us,” or “our” means PHF; “you,” “your,” or “user” means the individual user of our Website or the end user of a product or Service.

LICENSE, ACCESS, AND MONITORING
All rights not expressly granted to you in these Terms are reserved and retained by PHF. Subject to your compliance with these Terms and your payment of any applicable costs, PHF grants you a limited, non-exclusive, non-transferable, and non-sublicensable license to access and use the content of the Website and Services and to make personal and non-commercial use of any and all results stemming therefrom. This license does not include any resale or commercial use of this Website or its contents, or any other Services or their contents. This Website, the Services, and all contents of the Website and Services may not be reproduced, duplicated, copied, sold, resold, or otherwise exploited for any commercial purpose without PHF’s express written consent.

You may not use the Website or its contents for any purpose prohibited or restricted by law or in any manner that violates these Terms. The license granted to you by PHF shall terminate immediately if you violate these Terms or any applicable laws.

Except as expressly set forth on this Website, if you submit information to PHF, you are giving that information to PHF free of charge. You agree and acknowledge that such information shall be deemed non-confidential, PHF shall have no obligation of any kind with respect to such information, and PHF shall be free to reproduce, use, disclose, and distribute such information toothers without limitation and without your consent or any compensation to you or anyone else. PHF shall be free to use any ideas, concepts, know-how, or techniques contained in such information for any purpose whatsoever, including but not limited to developing, manufacturing, and marketing products and services incorporating such information.

As a condition of using this Website and Services, you agree that PHF reserves the right to monitor use of the Website and to suspend, revoke, deny, disable, or terminate your access if you violate any provisions of these Terms. PHF may (but is not obligated to) monitor, review, and in its sole discretion modify or delete any postings made on this Website.

USAGE RESTRICTIONS
As a condition of using this Website and Services, you agree to the following usage restrictions: User Obligations. You agree that when using this Website you will:

  • Comply with all applicable federal, state, local, or international law or regulations(including without limitation any laws regarding copyright, intellectual property, privacy and personal identity, or the export of data or software to and from the United States or other countries);
  • Provide true, accurate, current, and complete information about yourself; and
  • Maintain and update this information to keep it true, accurate, current, and complete. Prohibited Conduct. Without limitation of the foregoing, you agree not to use the Website to:
  • Reproduce, redistribute, transmit, assign, sell, broadcast, share, modify, create derivative works of, license, capture, save, upload, print, or otherwise transfer or retain information, intellectual property, or content, unless you have the express right to do so;
  • Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
  • Remove or modify any copyright, trademark, legal notices, or other proprietary notations from any of PHF’s proprietary materials;
  • Violate or attempt to violate any of PHF’s security mechanisms, attempt to gain unauthorized access to the Services, or assist others to do either;
  • Disable, overburden, damage, or impair the Website, interfere with any other party’s use of the Website (including their ability to engage in real time activities through the Services), or otherwise attempt to interfere with the proper working of the Website;
  • Store or transmit software viruses, worms, Trojan horses, or any other computer code, files, or programs designed to interrupt, damage, or limit the functionality of any computer software, hardware, or telecommunications equipment; and
  • Upload, post, publish, email, reproduce, distribute, or otherwise transmit any information, data, text, music, sound, photographs, graphics, video, messages, or other materials that, in the sole discretion of PHF: (i) is/are unlawful, inappropriate, offensive, racist, hateful, sexist, misleading, harmful, threatening, embarrassing, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, deceptive, or fraudulent; (ii) contain(s) explicit or graphic descriptions or accounts of sexual acts (including without limitation sexual language of a violent or threatening nature directed at another individual or group of individuals); or (iii) invade(s) the privacy of others.

COPYRIGHT AND TRADEMARK
All content included in or made available or sold through the Website or Services, as well as text, graphics, logos, images, video and audio clips, and digital downloads therein, are the property of PHF and protected by United States and international copyright laws. In addition, the phrase “PROHUMAN FOUNDATION, INC.,” the term “PHF,” and the PHF logo are protected by United States and international trademark laws. The misuse of any of these trademarks or other content is strictly prohibited. Nothing contained herein shall be construed as conferring by implication, estoppel, or otherwise any license or right under any copyright or trademark of PHF or any third party.

ELECTRONIC COMMUNICATIONS
When you use the Website or send emails or texts to us, you are communicating with us electronically and consenting to receive communications from PHF electronically. PHF may communicate with you by e-mail, by transmitting bulk or individual texts, or by posting notices on the Website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications bein writing.

DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
THE WEBSITE AND SERVICES ARE MADE AVAILABLE TO YOU THROUGH THE WEBSITE AND ARE PROVIDED ON AN “AS IS” BASIS. THE CONTENT PUBLISHED ON THIS WEBSITE AND THE SERVICES ARE INTENDED FOR GENERAL INFORMATION PURPOSES ONLY AND DO NOT CONSTITUTE LEGAL ADVICE OR OTHER PROFESSIONAL ADVICE. YOU ARE ADVISED TO SEEK, AND AGREE TO SEEK, THE ADVICE OF YOUR OWN LEGAL COUNSEL WITH RESPECT TO ANY INFORMATION OR QUESTIONS YOU HAVE REGARDING INFORMATION PROVIDED TO YOU ON THIS WEBSITE. NEVER DISREGARD THE ADVICE OF YOUR ATTORNEY OR DELAY SEEKING IT BECAUSE OF SOMETHING YOU HAVE READ ON THIS WEBSITE OR IN THE SERVICES.

PHF, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND FITNESS FOR A PARTICULAR PURPOSE. PHF MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, CURRENTNESS, SUITABILITY, OR TIMELINESS OF THE SERVICES PROVIDED ON OR THROUGH THE USE OF THIS WEBSITE OR ANY SITE OR SITES LINKED TO THIS SITE. PHF MAKES NO WARRANTY THAT THIS WEBSITE WILL BE AVAILABLE, UNINTERRUPTED, ERRORFREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PHF SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES OF ANY KIND ARISING OUT OF OR RELATING IN ANY WAY TO THE WEBSITE OR SERVICES, WHETHER SUCH DAMAGES ARE BASED IN TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF PHF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR ACCESS AND USE OF THE WEBSITE AND SERVICES. YOU ACKNOWLEDGE AND AGREE THAT: (I) YOUR USE OF THE WEBSITE, SERVICES, AND ANY MATERIAL, INFORMATION, OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN DISCRETION AND RISK; AND (II) YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM FOR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL, INFORMATION, OR DATA, AND FOR ANY OTHER FORM OF DAMAGE THAT MAY BE INCURRED. IF YOU ARE DISSATISFIED WITH THIS WEBSITE OR THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THIS WEBSITE.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE 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 ADDITIONAL RIGHTS.

INDEMNIFICATION
You agree to indemnify PHF and hold it harmless from and against any and all third party claims, liability, damages, and/or costs (including but not limited to reasonable attorney’s fees and expenses) arising from (i) your improper use of the Website or Services, (ii) your violation of these Terms, or (iii) your infringement of any intellectual property or other right of any person or entity.

INCORPORATION OF PRIVACY POLICY
Use of the Website and Services is also governed by PHF’s Privacy Policy, which is incorporated into these Terms by reference.

THIRD PARTY SITES
PHF may provide links to third party websites that are independent from PHF. PHF is not responsible for, and has no control over, the content, practices, or standards of third party websites. Inclusion of any third party link does not imply a recommendation or endorsement by PHF. PHF is not responsible for and will have no liability for any damages or injuries of any kind arising in connection with the content of linked third party websites, websites framed within this Website, or third party advertisements, and makes no representations regarding their content or accuracy. Your use of third party websites is at your own risk and subject to the terms and conditions of use for such sites.

DISPUTES
These Terms are made under, and shall be construed according to, the substantive laws of the State of Florida, without regard to the conflict of laws provisions. Any dispute arising in connection with your use of this Website or any Services must be brought within one (1) year of the date of the event giving rise to such action. Any dispute arising from a transaction with the Website shall first be addressed by the parties through informal dispute resolution conducted in good faith. If the parties do not resolve the dispute within thirty (30) days of the date of the first dispute resolution meeting, the parties agree that such dispute shall be resolved exclusively by binding arbitration before a single arbitrator in Miami, Florida, in accordance with the rules of the American Arbitration Association, and the parties agree that judgment upon the award rendered by the arbitrator shall be entered in a court of competent jurisdiction sitting in Miami-Dade County in the State of Florida.

MODIFICATIONS TO TERMS
PHF reserves the right to modify or amend these Terms at any time. All changes shall be effective immediately upon their posting and your continued use of the Website.

SEVERABILITY
If a court deems any provision of these Terms unenforceable or invalid, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.

ENTIRE AGREEMENT
These Terms, along with PHF’s Privacy Policy, constitute the entire agreement between you and PHF with respect to the subject matter herein, unless superseded by a written agreement signed by the parties.

CONTACT INFORMATION
If you have any other questions or comments about these Terms, please contact us by email atinfo@prohumanfoundation.org or by writing to:
Prohuman Foundation, Inc.
5966 South Dixie Highway, Suite 300
Miami, FL 33143