Welcome to the Bernoulli | Locke website (the “Website”), a website owned and operated by Bernoulli | Locke, LLC (“B|L”, “we”, “our” and “us”).
The terms and conditions stated below, along with the policies and guidelines located throughout the Website (collectively the “Conditions of Use”) identify what a user of the Website (“you” or “your”, or “User” or “Users”) can expect from B|L, and what B|L in turn expects from you. These Conditions of Use are an agreement between you and B|L. Please read these Conditions of Use carefully before using the Website or Website Services (as defined below).
Bernoulli | Locke is a members-only program. Different terms and conditions, embodied in conditions of use for members, apply to members accessing areas and features of our Website that are available only to members.
By visiting any area on the Website, or by utilizing any feature or service available on the Website, (the “Website Services”), you agree that you have read, understood, and agree to be bound by these Conditions of Use. If you do not agree to be bound by these Conditions of Use and to follow all applicable laws, you should leave the Website immediately.
1.1 Licenses. B|L grants the User a limited, nonexclusive, revocable license to access and make personal, non-commercial use of the Website and its Content (as defined in Section 3 below). B|L further grants the User a limited, nonexclusive and revocable right to create a hyperlink to the Website so long as the link does not portray B|L, its parent, subsidiaries or affiliates, or their respective products or services, in a false, misleading, derogatory or otherwise offensive matter.
1.2 Restrictions. The licenses in Section 1.1 do not include any rights to:
The foregoing are expressly prohibited and the right to do any of the foregoing will require B|L/s prior written consent (which may be given only by a written agreement signed by an authorized representative of B|L). Any unauthorized use of the Website, the Content or any portion or derivative thereof will terminate any license or permission granted by B|L.
B|L, or its parent, subsidiaries or affiliates, or third parties from whom B|L has permission, own the trademarks or service marks that are used on Website. All rights are reserved. These and other graphics, logos, service marks, trademarks and trade dress of B|L and its licensors may not be used without prior written consent of B|L or its licensor, as the case may be. Without limiting the foregoing, no B|L trademark or trade dress may be used in connection with any product or service that is not B|L’s, in any manner that is likely to cause confusion among Users, or in any manner that disparages or discredits B|L or the Program.
3.1 Proprietary Rights. User acknowledges that the Website contains certain content (such as text, graphics, photographs, video, audio, code and other data or information relating to any subject) (“Content”), that is protected by copyrights, trademarks, trade secrets or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereinafter developed. All Content is or may be copyrighted as a collective work under the U.S. copyright laws, and B|L owns a copyright in the selection, coordination, arrangement and enhancement of the Content on the Website. User may not modify, remove, delete, augment, add to, publish, transmit, participate in the transfer or sale of, create derivative works from or in any way exploit any Content, in whole or in part. If no specific restrictions are displayed, Users may make copies of select portions of the Content, provided that the copies are made only for User’s personal use and that User maintains any notices contained in the Content, such as all copyright notices, trademark legends or other proprietary rights notices. Except as provided in the preceding sentence or as permitted by the fair use privilege under the U.S. copyright laws (see, e.g., 17 U.S.C. Section 107), User may not upload, post, reproduce, or distribute in any way Content protected by copyright or other proprietary right, without first obtaining permission of the owner of the copyright or other property right.
3.2 Third-Party Content. B|L may be a distributor and not a publisher of Content supplied by third parties and Users. B|L has no editorial control over such Content. B|L is not obligated to review third party Content. Any opinions, advice, statements, services, offers or other information that constitutes part of the Content, expressed or made available by third parties, are those of the respective authors or distributors and not of B|L, unless expressly stated otherwise. B|L makes no representation, warranty or guarantee on the accuracy, completeness, or usefulness of any third party Content unless otherwise expressly stated. In many instances, the Content available through the Website represents the opinions and judgments of the third party that provides such Content. Under no circumstance shall either B|L be liable for any loss, damage or harm caused by a User’s reliance on information obtained through the Website. It is the responsibility of the User to evaluate the accuracy, completeness or usefulness of the information, opinion, advice or other Content available through the Website.
4. Age Of Users
The Website and Website Services are directed towards use and participation by adults or with the consent of adults. Individuals under the age of 18 (“Minors”) are not permitted to use the Website without the supervision of a parent or legal guardian. Furthermore, we do not knowingly collect or solicit personal information from children under the age of 13. Should we learn that someone under the age of 13 has provided any personal information to or on the Website, we will remove that information as soon as possible.
5. Termination Of Usage
B|L may issue a warning, or may with or without notice temporarily suspend, indefinitely suspend or terminate any User’s right to use or access all or any part of the Website, for any reason or for no reason in B|L’s sole and absolute discretion.
User agrees to indemnify, defend and hold B|L, and its parent, affiliates and subsidiaries, and their respective employees, contractors, agents, suppliers and partners, harmless from any and all claims, suits, actions, losses, costs, damage, and any other liabilities, including without limitation reasonable attorneys’ fees, brought by any third party due to or arising out of (i) such User’s use of the Website or the Website Services, (ii) any alleged breach or violation of these Conditions of Use or (iii) such User’s violation of any law or the rights of any third party. B|L reserves the right, at the User’s expense, to assume the exclusive defense and control of any matter for which User is required to indemnify B|L, and the User agrees to cooperate with B|L’s defense of such matter. This defense and indemnification obligation is intended to extend to the fullest extent permitted by law and will survive the Conditions of Use and your use of the Website Services.
7. Disclaimers And Limitation Of Liability
7.2 Limitation of Liability.
The provisions of these Conditions of Use are intended to be severable. If for any reason any provision of these Condition of Use is held invalid or unenforceable in whole or in part in any applicable jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without in any manner affecting the validity or enforceability thereof in any other jurisdiction or the remaining provisions hereof in any jurisdiction. The failure of B|L to exercise or enforce any right or provision of these Conditions of Use will not operate as a waiver of such right or provision.
9. Governing Law; Jurisdiction
These Conditions of Use will be governed by and construed in accordance with the laws of the State of New York. You agree that the sole venue and jurisdiction for disputes arising under these Conditions of Use will be in the appropriate state or federal court located in the State of New York, and you agree to submit to the exclusive jurisdiction of such courts.
10. Dispute Resolution
10.1 Arbitration. Any claim or controversy at law or equity that arises out of these Conditions of Use, the Website or any Website Service (each a “Claim”), shall be resolved through binding arbitration conducted by telephone, online or based solely upon written submissions where no in-person appearance is required. In such cases, the arbitration shall be administered by the American Arbitration Association under its Commercial Arbitration Rules (including, without limitation, the Supplementary Procedures for Consumer-Related Disputes, if applicable), and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.
10.2 B|L’s Option to Litigate. Alternatively, at B|L’s sole option, a Claim (including Claims for injunctive or other equitable relief) may be adjudicated by a court of competent jurisdiction located in New York County, New York.
10.3 No Consolidation. Any Claim shall be arbitrated or litigated, as the case may be, on an individual basis and shall not be consolidated with any Claim of any other party whether through class action proceedings, class arbitration proceedings or otherwise.
10.4 Jury Trial Waiver. Each of the parties hereby knowingly, voluntarily and intentionally waives any right it may have to a trial by jury in respect of any litigation (including, but not limited to, any claims, counterclaims, cross-claims, or third party claims) arising out of, under or in connection with these Conditions of Use. Further, each party hereto certifies that no representative or agent of either party has represented, expressly or otherwise, that such party would not in the event of such litigation, seek to enforce this waiver of right to jury trial provision. Each of the parties acknowledges that this section is a material inducement for the other party entering into these Conditions of Use.
B|L may change these Conditions of Use in any manner from time to time. B|L may notify Users of any such changes by any reasonable means, including by posting revised Conditions of Use on this page. Any changes to these Conditions of Use will take effect immediately, unless otherwise provided. It is your responsibility to check or review these Conditions of Use from time to time to keep informed of changes. The “Last Updated” legend below indicates when these Conditions of Use were last changed.
IF YOU DO NOT AGREE TO ANY CHANGES, YOU SHOULD STOP USING THE WEBSITE AND WEBSITE SERVICES IMMEDIATELY. EXCEPT TO THE EXTENT PROHIBITED BY APPLICABLE LAW, IF YOU USE VISIT THE WEBSITE OR USE ANY WEBSITE SERVICES AFTER WE CHANGE THESE CONDITIONS OF USE, YOU WILL BE AGREEING TO THE CHANGES.
Last updated: September 9, 2020