Last Updated: June 11, 2020
Welcome to Grad2020 (the “Website”), brought to you by Citadel Enterprise Americas LLC (“Citadel,” “we,” “us,” or “our”) on behalf of the City of Chicago. References to “you” or “your” refer to anyone visiting the Website.
IMPORTANT: THESE TERMS INCLUDE, AMONG OTHER THINGS, AN ARBITRATION PROVISION CONTAINING A CLASS ACTION WAIVER. PLEASE SEE SECTION XIV FOR MORE INFORMATION.
AGREEMENT TO TERMS
By using the Website, you agree that you are legally bound by these Terms. If you object to any provision of these Terms, you may not use our Website.
What information do we collect from visitors to the Website and how do we use it?
As discussed further below, we use Google Analytics to receive anonymous analytics related to your use of the Website.
Cookies: When you enter the Website, we add a text file called a “cookie” to your internet browser. This cookie is provided by Google Analytics and is assigned a unique “digital identifier” (randomized set of numbers). The cookie itself collects certain metadata about your device (e.g., IP address, OS and browser type) along with metrics relating to your use of the Website.
Through the Google Analytics dashboard, we receive analytics relating to such Website usage, like how you are interacting with the Website, what pages you visit, and how long you stay on the Website.
Note that we cannot identify you personally through the analytics that we receive, such as by name, address, email address, or other directly-identifying information.
If you’d like, you can typically set your browser to block cookies through your Settings (or similar) tab. Further, Google provides an opt-out browser add-on for Google Analytics here: https://support.google.com/analytics/answer/181881?hl=en.
We take reasonable steps to provide that your information is handled securely and in accordance with these Terms. Unfortunately, however, the transmission of information via the internet is not completely secure and, of course, no security measures are impenetrable. Although we take commercially reasonable measures to protect your information, we cannot guarantee the security of your information transmitted to, or from, the Website or related systems. As such, any such transmission is at your own risk.
Disclosure to Public Authorities
We are required to disclose information in response to lawful requests by public authorities, including for the purpose of meeting law enforcement requirements. We may also disclose information to other third parties when compelled to do so by government authorities or as otherwise required by law or regulation including, but not limited to, in response to court orders and subpoenas.
USE OF THE WEBSITE
In order for you to use the Website, you must be at least 13 years old. By using the Website, you are affirming that you are 13 years of age or older. We are not liable for any damages that may result from a user’s misrepresentation of age.
Links to Third-Party Websites or Resources
Further, any links furnished through our Website are provided to you for your convenience and any inclusion of a third-party link shall in no way be construed as an endorsement by us of the properties or their content.
If you would like to link to our Website, you may only do so on the basis that you link to, but do not replicate or reverse engineer, any portion of our Website, and subject to the following conditions:
You do not in any way imply that we are endorsing any services or products unless this has been specifically agreed with us;
You do not misrepresent your relationship with us or present any false information about us;
You do not link from a website that is not owned by you; and
Your website does not contain content that is offensive, controversial, infringes any intellectual property rights or other rights of any other person, and does not infringe any applicable law in any way.
If you choose to link to our Website in breach of anything contained in these Terms, you shall fully indemnify us for any loss or damage suffered as a result of your actions.
CONTENT AND CONTENT RIGHTS
For purposes of these Terms, “Content” means text, graphics, images, music, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided, or otherwise made available through the Website.
Citadel and its licensors exclusively own all right, title, and interest in and to the Website and Content, including all associated intellectual property rights. Nothing in these Terms will be deemed to restrict our rights to use and exploit the Content. You acknowledge that the Website and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to (a) remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Website or Content, (b) overlay or otherwise modify the Website or Content or their respective appearances (such as by inserting, removing, covering, or obscuring any aspect or element of the Website or Content), or (c) interfere with the operation of, or place an unreasonable load on, the Website (e.g., spam, denial of service attack, viruses, gaming algorithms).
DIGITAL MILLENNIUM COPYRIGHT ACT
Pursuant to the Digital Millennium Copyright Act (the “DMCA”), we reserve the right to remove any material on the Website which allegedly infringes another person’s copyright. We are under no obligation to scan such material posted for any violations of third party rights.
If you believe that any material available on or through the Website infringes upon a copyright you own or control, please immediately notify our designated agent here using the contact details set forth herein (each, a “Notification”).
Such Notification shall include:
Identification of the URL of the Website and the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
Information reasonably sufficient for us to contact you, such as your name, address, telephone number, and email address;
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
A statement that the information in the notification is accurate, and under penalty of perjury, and that you are authorized to act on behalf of the owner (or are the copyright owner itself) of an exclusive right that is allegedly infringed; and
Your signature (as the copyright owner or the person authorized to act on behalf of such owner).
Notwithstanding the foregoing, we reserve the right to not take action on a Notification that is not in compliance with the DMCA.
Filing a Counter-Notice
If your material has been removed or blocked by us as a result of our receipt of a Notification, you may send us a request asking for the allegedly infringing material to be restored by contacting our designated agent using the contact details set forth herein (a “Counter-Notice”). Such Counter-Notice, at a minimum, includes:
Identification of the copyrighted work (or works) that was removed by us and the URL of the location on the Website at which the works appeared before they were removed. The information must be reasonably sufficient to permit us to identify the copyrighted work;
Your name, address, telephone number and, if available, email address;
A statement that you consent to the jurisdiction of the U.S. Federal District Court for the judicial district in which your address is located, or the State of Illinois if your address is outside of the United States;
A statement that you will accept service of process from the person (or an agent of such person) who provided the Notification to us;
A statement that you have a good faith belief that the allegedly infringing material identified above as the copyrighted work was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
Your signature (as the copyright owner or the person authorized to act on behalf of such owner).
When we receive the Counter-Notice, we will send a copy of the Counter-Notice to the party who originally sent us the Notification requesting the removal of the allegedly infringing material and we will reinstate the allegedly infringing material, unless that party obtains a court order supporting removal of the allegedly infringing material. Notwithstanding the foregoing, we reserve the right to not take action on a Counter-Notice that is not in compliance with the DMCA.
Designated Agent Contact Details
Attn: Legal Department
131 South Dearborn Street
Chicago, IL 60603
THE WEBSITE AND ALL CONTENT AND INFORMATION RELATING THERETOARE PROVIDED ON AN “AS IS” BASIS AND YOUR USE RELATING THERETO IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, CITADEL AND ITS SUCCESSORS AND AFFILIATES DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT ANY RELIANCE ON ANY INFORMATION OR CONTENT APPEARING ON THE WEBSITE SHALL BE AT YOUR SOLE RISK AND YOU HEREBY WAIVE ANY RIGHTS YOU MAY HAVE HAD REGARDING ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, ON THE PART OF CITADEL AND ITS SUCCESSORS AND AFFILIATES REGARDING THE FUNCTIONING AND USE OF THE WEBSITE.
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL CITADEL, ITS SUCCESSORS AND AFFILIATES OR THEIR OFFICERS, DIRECTORS, EMPLOYEES, VOLUNTEERS, AGENTS, LICENSORS, AND SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER AND HOWSOEVER ARISING, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE, INCLUDING ANY SUCH DAMAGES RESULTING FROM A CLAIM BY ANY PARTY RELATING TO THE USE OF OR INABILITY TO USE THE WEBSITE OR ANY ASSOCIATED INFORMATION OR CONTENT. FURTHERMORE, CITADEL AND ITS SUCCESSORS AND AFFILIATES SHALL NOT BE LIABLE FOR DAMAGES RELATING TO THE USE OF THIRD-PARTY SITES OR WEBSITES LINKED TO OR BY, OR REFERENCED BY, THE WEBSITE.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF CERTAIN WARRANTIES OR THE LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. IN SUCH JURISDICTIONS, THE LIABILITY OF CITADEL WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless Citadel and its successors and affiliates, as well as its officers, directors, employees, volunteers, agents, licensors, and suppliers, from and against any damages or claims, actions, demands, liabilities, or settlements, including, without limitation, reasonable legal and accounting fees, in connection with (1) your use of the Website, (2) your breach of these Terms, (3) your negligent or wrongful conduct, (4) your access to or use of any third-party website or platform linked to or by, or referenced by, the Website, (5) Content, (6) your violation of these Terms or your violation of any third-party right, including without limitation any trademark, copyright, or other proprietary or privacy right, including the DMCA, or (7) the infringement by you of any right of any person or entity. This indemnification provision shall apply to third-party claims as well as claims between the parties to these Terms.
WEBSITE UPTIME, UPKEEP
The Website is subject to change any time without notice, including to correct any errors or omissions in any portion of the Website. At any time, we may terminate, change, or suspend any aspect of the Website, temporarily or permanently, without notice to you. We are not obligated to continue to support or update the Website. We may impose limits on certain features or restrict your access to parts, or all of the Website. While we will take all reasonable steps to ensure that the Website is available at all times, websites do sometimes encounter downtime due to server and other technical issues. You acknowledge and agree that Citadel and its successors and affiliates shall not be liable to you or to any third party in the event that the Website or any part thereof become temporarily or permanently unavailable.
AMENDMENTS TO THE TERMS
Citadel may, at any time and in its sole discretion, amend (including adding or eliminating all or parts of provisions) these Terms (“Amendments”). Amended versions of these Terms will take effect on the date specified for the amended version (“Effective Date”) and will apply to all information that was collected before or after the Effective Date. The amended versions of these Terms shall become effective when they appear in a replacement version of these Terms as posted by us on our Website. By posting the amended Terms to the Website, you agree to be bound by these Amendments. You should periodically review the most up-to-date version of these Terms for any changes. USE OF OUR WEBSITE AFTER THE EFFECTIVE DATE WILL CONSTITUTE YOUR CONSENT TO THE AMENDMENTS. IF YOU DO NOT WANT TO BE BOUND BY AN AMENDED VERSION OF THESE TERMS, CEASE ALL USE OF THE WEBSITE.
These Terms, Amendments, and any notices, terms, and items incorporated into any of them, constitute the entire agreement between you and Citadel regarding your use of the Website and supersede and replace any prior understandings, whether oral or written, and extinguish all previous drafts, agreements, arrangements, and understandings between you and Citadel, whether written or oral, relating to the Website.
These Terms and any rights and licenses granted hereunder may not be transferred or assigned by you.
COMPLIANCE WITH APPLICABLE LAW AND GOVERNING LAW
We make no representations that the Content or the Website are appropriate or that they may be used or downloaded outside of the United States. Access to the Website may not be legal in certain countries outside of the United States. If you access the Website from outside the United States, you do so at your own risk and are responsible for compliance with the laws of the jurisdiction from which you access the Website.
Our Website was created and is controlled by Citadel in the State of Illinois, United States of America. The Website, and any disputes arising therefrom, shall be construed and interpreted under the laws of the State of Illinois and applicable United States federal laws, without regard for any conflict or choice of law principles thereof.
ARBITRATION & CLASS ACTION WAIVER
By agreeing to these Terms, you also agree to arbitrate any and all claims arising out of or relating to these Terms or use of the Website (a “Claim”) pursuant to the Federal Arbitration Act and subject to the terms below. You and Citadel agree that we intend that this Section satisfies the “writing” requirement of the Federal Arbitration Act, and further agree that notwithstanding any other provision of the Terms, the Federal Arbitration Act shall govern the interpretation and enforcement of this Section.
In the event of a Claim, you and we agree to binding alternative dispute resolution pursuant to the then-current Commercial Arbitration Rules of the American Arbitration Association (“AAA”), however titled (“AAA Rules”).
ARBITRATION OF YOUR CLAIM IS MANDATORY AND BINDING. NEITHER PARTY WILL HAVE THE RIGHT TO LITIGATE THAT CLAIM THROUGH A COURT. IN ARBITRATION, NEITHER PARTY WILL HAVE THE RIGHT TO A JURY TRIAL OR TO ENGAGE IN DISCOVERY, EXCEPT AS PROVIDED FOR IN THE AAA RULES.
NO CLASS ACTION OR OTHER REPRESENTATIVE ACTION OR PRIVATE ATTORNEY GENERAL ACTION OR JOINDER OR CONSOLIDATION OF ANY CLAIM WITH A CLAIM OF ANOTHER PERSON OR CLASS OF CLAIMANTS SHALL BE PERMITTED.
All parties to the arbitration will have the right, at their own expense, to be represented by an attorney or other advocate of their choosing. The arbitration proceeding will be held in Chicago, Illinois unless you elect to proceed with a telephonic hearing or unless you and Citadel agree to an alternative location. Citadel will pay the initial filing fee for any arbitration, but the parties each shall otherwise bear their respective fees and expenses except as may be provided in the AAA Rules.
For a copy of the AAA Rules, to file a claim, or for other information about the AAA, contact AAA at 335 Madison Avenue, New York, NY 10017 or at www.adr.org.
All determinations as to the scope, interpretation, enforceability, and validity of these Terms shall be made final exclusively by the arbitrator, which award shall be binding and final. Judgment on the arbitration award may be entered in any court having jurisdiction.
This arbitration provision shall survive the termination of the Website or of these Terms. If any portion of this arbitration provision is deemed invalid or unenforceable, the remaining portions shall remain in force.
Citadel may immediately terminate these Terms or terminate your access to the Website with or without cause, and with or without notice, at any time. Such termination shall take effect immediately, unless Citadel provides otherwise in any notice. Citadel shall not be liable to you or to any third party for termination of your right to use the Website.
The headings contained in these Terms are for convenience only and are not to be used in interpreting these Terms. The provisions of these Terms are severable. In the event any provision of these Terms shall, in whole or in part, be determined to be void for any reason, the remaining provisions will remain in full force and effect. Citadel’s failure or delay in exercising or enforcing any right under these Terms shall not operate as a waiver or relinquishment of any right. No waiver of any of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition.
Attn: Legal Department
131 South Dearborn Street
Chicago, IL 60603