Terms of Use Agreement

TERMS OF USE AGREEMENT I. Definitions For purposes of this Terms of Use Agreement (“Agreement”), "we", "our" and “us” shall collectively and separately mean SenEarthCo, Inc., SenEarthCo.com, Cities Management, Inc., each being Minnesota corporations; "you", "your" or "user” shall refer to any person, condominium, town home, cooperative, common interest community association or non-profit association and members of the foregoing (jointly “Association”) accessing or using this website. The "website" or “site” shall mean all information displayed or available at or through this website and links to or from this website. By accessing and/or using this site, you hereby agree with and acknowledge your approval and acceptance of each of the terms and conditions in this Agreement. This Agreement, as may be modified, shall be binding on you, in effect and controlling each time you access this site. II. Safeguards We have put in place safeguards to secure the information we collect online and prevent unauthorized access or disclosure. With our commitment to data security, your online experience is safe and secure. We use secure technology, privacy protection controls and restrictions on access in order to safeguard the information contained in this website. The information provided in this website is intended for informational purposes only and is subject to change without notice. III. Use Limitations a. We reserve the right to revoke your privileges to access the website, the permission granted herein and the right to deny, in our sole discretion, any user’s access to this website or any portion thereof without notice. Although we are not obligated to do so, we also reserve the right to edit any posted notices for content, clarity and length. b. We assume no responsibility for the accuracy or completeness of the information contained in or obtained from or through this website. It is primarily for the purpose of informing you as to matters concerning your common interest community. Although we attempt to insure that the information displayed on the website is accurate, you agree that we cannot be held responsible for any damages as a result of anything contained or displayed on the website. We assume no responsibility for information posted by members of any Association, or any other party, on the website or for links to other websites; c. We make every effort to screen vendors and service providers prior to their inclusion on our website; however, there are no warranties or endorsements expressed or implied in any product, service or company represented, mentioned or described herein. No such implied or expressed warranties or endorsements are made due to the existence of hyperlinks to such companies from our website; d. You will not use the website or the material therein for any commercial purpose and you will not charge any third party a fee for the use or distribution of the website or any information contained therein; notwithstanding, a non-profit association may assess or charge its members fees for use of this website as a part of the Association’s annual budget; e. As a condition of use of this website, you warrant to us that you will not use this website for any purpose that is unlawful or prohibited by these Terms of Use, and in conformance with other conditions, agreements or notices with or from us; f. This website is for the user's personal, non-profit and non-commercial use. You may not modify, distribute, transmit, publish, license, create derivative works from, or sell any information, software concepts, products or services obtained from this website, other than to print, copy and distribute information related to the managing of your Association and individual units within your Association. IV. Proper Online Conduct Online conduct should be guided by common sense and basic etiquette. You will be considered in violation of this Terms of Use Agreement if you (or others using your account) do any of the following. By way of example, and not as a limitation, you agree that when using the website, you will not: a. Use the website in connection with contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise); b. Post, distribute, or otherwise make available or transmit any data, text, message, or computer file that we deem to be: (a) defamatory, abusive, harassing, insulting, threatening, or that could be deemed to be stalking; (b) bigoted, hateful, homophobic, or racially offensive; (c) vulgar, obscene, or sexually explicit (language or images); or that (d) encourages or advocates illegal activity or the discussion of illegal activities with the intent to commit them; or (e) in a reasonable person's view, objectionable. c. Engage in antisocial, disruptive, or destructive acts, including "flaming," "spamming," "flooding," "trolling," and "griefing" as those terms are commonly understood and used on the Internet; delete any legal notices, disclaimers, or proprietary notices such as copyright or trademark symbols, or modify any logos that you do not own or have express permission to modify; d. Use any material or information, including images or photographs, which are made available through the website in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party; e. Knowingly upload files that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another's computer or property of another; f. Download any file posted by another user of the website that you know, or reasonably should know, cannot be legally reproduced, displayed, performed, and/or distributed in such manner; g. Falsify or delete any copyright management information, such as author attributions, legal or other proper notices, proprietary designations or labels of the origin or source of software, or other material contained in a file that is uploaded; h. Harvest or otherwise collect information about others, including e-mail addresses, for any business or commercial purpose, including but not limited to the sale of such addresses; i. Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the website or other user or usage information or any portion thereof, unless directly related to the operations of a non-profit association; j. Create a false identity for the purpose of misleading others; restrict or inhibit any other user from using and enjoying the website; or k. Upload, or otherwise make available, files or documents that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consent to do the same. You hereby release us from any obligation to monitor the content which its users post on the website. However, we reserve the right to review materials posted to the website and to remove any materials, in our sole discretion. We reserve the right to terminate your access to any of the website at any time, without notice, for any reason whatsoever. We reserve the right to disclose any information as we deem necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information, in whole or in part, our sole discretion. We may distribute any information on this site, to those parties assisting in the management or operations of an Association or in accordance with the instructions of the Association’s management company or your board of directors. Always use caution when giving out any personally identifiable information about yourself or your children in any website. We do not control or endorse the content, messages or information found in the website and, therefore, we specifically disclaim any liability with regard to the website and any actions resulting from your participation on the website. Association boards of directors are not authorized. Spokespersons for us, and their views do not necessarily reflect our views. Materials uploaded to the website may be subject to posted limitations on usage, reproduction and/or dissemination; you must adhere to such limitations if you download the materials. V. Copyright and Trademark Notices All contents of this website are: Copyright © 2000 SenEarthCo, Inc. and/or their suppliers. All rights reserved. The marks SenEarthCo™, the SenEarthCo™ logo, SenEarthCo.com, the SenEarthCo.com logo, and the SenEarthCo™ online logos and other marks contained in the website are registered marks, trademarks or service marks owned by SenEarthCo, Inc. All other brand and product names mentioned herein are marks owned by their respective owners. This website is published and belongs to us and the copyright therein belongs to SenEarthCo, Inc., unless otherwise noticed. You shall have no rights to the contents of the site or the proprietary software and related documentation, or any enhancements or modifications thereto. You acknowledge that any information you submit or post to the website may be edited, removed, modified, published, transmitted, and displayed by us. You waive any moral, equitable and legal rights you may have in the material; we can alter or change it in a manner not agreeable to you. By submitting information to the website, you grant us, the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, copy, modify, display and reproduce all such materials in any form, media, software or technology of any kind now existing or developed in the future. You also agree to indemnify, defend and hold us harmless for any liability arising due to such actions. VI. Liability Disclaimer THE INFORMATION CONTAINED IN THE WEBSITE, THE SOFTWARE OPERATING THE WEBSITE, ANY PRODUCTS AND SERVICES PUBLISHED ON THIS WEBSITE MAY INCLUDE INACCURACIES OR ERRORS. YOU AGREE TO NOTIFY US OF ANY SUCH ERRORS BUT RELEASE US FROM ANY LIABILITY ASSOCIATED WITH OR STEMMING FROM SUCH ERRORS. WE MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THIS WEBSITE AT ANY TIME, WITHOUT NOTICE. IF YOU ACCESS THIS WEBSITE AND ALLOW ANOTHER PERSON TO VIEW THE CONTENT OF THE WEBSITE, YOU AGREE TO HOLD US HARMLESS AND INDEMNIFY US AGAINST ANY CLAIMS, COSTS AND ATTORNEY'S FEES WHICH WE MAY INCUR AS A RESULT OF ANY CLAIM, CAUSE OF ACTION, PETITION OR OTHER ACTION BROUGHT AGAINST US BY THE PARTY WHO VIEWED THE WEBSITE THROUGH YOUR ACCESS. THE MATERIALS ON THE WEBSITE ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE, PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE MATERIALS ON THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVERS THAT MAKE SUCH MATERIALS AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. BY USE OF THIS SITE, YOU HEREBY AGREE TO WAIVE ANY DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THIS WEBSITE OR WITH THE DELAY OR INABILITY TO USE THIS WEBSITE, FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELAY, COMPUTER VIRUS OR LINE OR SYSTEM FAILURE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES OBTAINED THROUGH THIS WEBSITE, OR OTHERWISE ARISING OUT OF YOUR USE OF THIS WEBSITE, INCLUDING CLAIMS WHICH YOU ALLEGE ARISE FROM YOUR USE OF A HYPERLINK OR SERVICE PROVIDER, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE. WE DO NOT WARRANT, PROMISE OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS ON THE SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. We explicitly disclaim any responsibility for the accuracy, content, or availability of information found on the site or on sites that link to or from the website. We cannot ensure that you will be satisfied with any products or services that you purchase from a third-party site that links to or from the website, identified preferred providers or third-party content on our sites. Notwithstanding anything on the site, we do not endorse any of the merchandise or services, nor have we taken any steps to confirm the accuracy or reliability of, any of the information contained in such third-party sites or content. We do not make any representations, promises or warranties as to the security of any information (including, without limitation, credit card and other personal information) you might be requested to give any third party, and you hereby irrevocably waive any claim against us with respect to such sites, providers and third-party content. We strongly encourage you to make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that prior to seeking damages from us for any reason, you will give us written notice of your claim, within three months of the date you knew, or should have known, of the facts upon which your claim is based (“Discovery Date”); this is a condition precedent to bringing any claim or suit against us, and failure to comply herewith shall be deemed fatal to your claim. Any claim or suit must also be initiated within one year of the Discovery Date or it is forever waived and forfeited. YOUR USE OF THIS WEBSITE IS AT YOUR OWN RISK. IF YOU DO NOT ACCEPT THESE TERMS, YOU MUST NOT PROCEED TO USE THIS SITE. YOUR USE CONSTITUTES ACCEPTANCE AND APPROVAL OF THE TERMS IN EACH PARAGRAPH HEREIN. VII. Associations If you are a member of a condominium, town home or cooperative association (jointly "Association" throughout this Agreement), in addition to all other provisions of this Terms of Use Agreement, your use of this website is expressly dependent upon your acknowledgment and consent with the terms of this paragraph. As website hosts and providers, we may receive various types of compensation from the companies and sites which are displayed or promoted on their websites, management companies which use the site, sites which offer hyperlinks to their websites or the websites of other parties or from companies or sites which may be promoted as preferred providers. Your use of this website is done with your implicit acknowledgement and your express consent that these companies may receive such compensation. Each Association, on behalf of itself and its individual members, hereby agrees to hold us harmless and indemnify us from any claims, complaints, demands, liabilities or causes of action (jointly "claims") which arise by use or through the use of this website. Such indemnification shall include attorneys' fees and other costs incurred in responding to such claims regardless of the type of forum in which it is brought and whether it may be brought for damages or otherwise. You further agree that the manner of operating which is described herein shall not be deemed as contrary to the best interests of your Association, is not a conflict of interest or fraudulent business practice and is deemed to be fully disclosed, acknowledged and approved by you even though the various forms of compensation are not set forth separately. Your use of the website shall confirm your approval of these terms to the same extent as if you had printed and signed this Agreement. VIII. LIMITATION OF LIABILITY UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO NEGLIGENCE, SHALL WE BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSE-QUENTIAL DAMAGES THAT RESULT FROM THE USE, OR THE INABILITY TO USE, THIS SITE, INFORMATION OR DOCUMENTS ON THE SITE, EVEN AFTER BEING ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW A LIMITATION OR EXCLUSION OF LIABILITY, INCIDENTAL OR CONSEQUENTIAL DAMAGES; THIS LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE, EXCEED THE AMOUNT WHICH YOU PAID FOR ACCESS TO OUR SITE, IN ANY GIVEN MONTH, OR $100.00, WHICHEVER IS LESS. IX. Links to Third Parties' Websites The website may contain hyperlinks to websites operated by third parties other than us. Such hyperlinks are provided for user's references only. We do not investigate or control such websites and assume no responsibility for their contents, or any problems you may experience by use of the link. You hereby release us from any liability stemming from claims of damages which you may suffer from any such hyperlink, or other websites reached by use of such hyperlink. Our inclusion of such hyperlinks to other websites does not imply any endorsement of the materials or contents on such websites or any association with their operators. Links to other sites are provided for convenience only and are accessed at your own risk. Any opinions or recommendations expressed therein are solely those of the third party information providers and are not the opinions or recommendations of us. No endorsement of third party products, services, preferred providers, or information is expressed or implied by any information, material or content referred to or included on, or linked from or to this website. X. Use of Email or Other Communications Forums To the extent that this website contains email, posted communications or other communication facilities ("forums"), you agree to use such forums only to send, receive and post messages or information and materials that are in conformance with Section IV above, titled Proper On-Line Conduct and related to the non-profit association, in which you are a member. You agree to send, receive and post electronic messages and otherwise use this website only as permitted by this Agreement, any additional policies or procedures published in this website from time to time us and applicable law. You acknowledge that emails and any other such communications forums hosted by this website are public and not private communications. XI. Modification of the Terms and Conditions We reserve the right to change this Agreement at any time by revising the terms and conditions herein. User is responsible for reviewing these terms and conditions each time user accesses the website. Use of this website following any such changes shall constitute the user's acceptance of such changes; however, any prior acceptance of this Terms of Use Agreement shall remain effective even if the website content has changed. XII. Miscellaneous This Agreement shall be deemed to include all other notices, policies, disclaimers, and other terms contained in this website and in any other contract which you or your Association may be a party to with us; provided however, that in the event of a conflict between such other terms and the terms of this Agreement, the terms of this Agreement shall control. This Agreement shall be deemed to have been made in the State of Minnesota, U.S.A. and shall be interpreted, and the rights and liabilities of the parties hereto determined in accordance with the laws of the State of Minnesota, U.S.A., without regard to conflicts of law principals. You consent to the exclusive jurisdiction of the state and federal courts for the County of Hennepin, State of Minnesota, U.S.A. for the determination of any claim or controversy between the parties and arising out of or relating to this Agreement, or use of this site. You hereby consent to the jurisdiction of the Minnesota courts and waive any objections as to personal jurisdiction or as to the laying of venue in such courts due to inconvenient forum or any other basis. You acknowledge and agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement or use of this website. You agree not to hold yourself out as a representative, agent, or employee of us and that we shall not be liable for any of your representations, acts or omissions. Titles or headings herein are for convenience only and shall not be used in the interpretation of this Agreement. Our performance of this Agreement is subject to existing laws and legal process, and nothing contained in this Agreement is in derogation of our right to comply with law enforcement requests or requirements relating to your use of this website or information provided to or gathered us with respect to such use. If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Agreement shall continue in effect. This Agreement constitutes the entire agreement between the user and us with respect to this website and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and us with respect to this website. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Any rights not expressly granted herein are reserved. XIII. Indemnity In addition to other indemnifications stated above, as a condition of use of this website, user agrees to indemnify us, and each of us, our officers, directors, employees, agents and associates together with our suppliers, and preferred providers from and against any and all liabilities, expenses (including attorneys' fees) and damages arising out of claims resulting from your use of this website, including without limitation, any claims alleging facts that if true would constitute a breach by you of this Agreement. This indemnification is intended to be construed as broadly as possible. This indemnification shall further include any claims made by third parties against us as a result of the user communicating information found on the website to the third party. XIV. Signature By clicking on "I agree", you represent, warrant and agree that you have read, understand, consent and agree with all of the Terms of Use set forth above; your consent and agreement shall be effective each time that you access this website now and in the future. You agree clicking on "I agree" shall have the same effect as if you had signed your name by pen on a hard copy of this Agreement and delivered it to us.

Yes, I agree    No, I do not agree

SenEarthCo™ Property Management System Copyright 2008 Cities Management 2100 Summer Street NE, Suite 280 Minneapolis, MN 55413 Toll-free1.877.338.2773   Local 612.381.8600   Fax: (612) 381-8601 info@citiesmanagement.com