Terms of Use

ACCEPTANCE OF TERMS OF USE

Please read through these Terms of Use carefully. By becoming a New Leaf and Company chair, member or speaker and/or accessing or using any of New Leaf and Company’s public, private and/or restricted-use Web sites including but not limited to: newleafandcompany.com (collectively, the “Sites“), or by otherwise accessing any content found on the Sites or services available through the Sites (the “Site Services“), you are deemed to (i) have entered into an agreement with New Leaf and Company, Inc. or one of its affiliates (collectively, “New Leaf and Company“); (ii) have represented that you are an adult in your country of residence and are at least 18 years old; (iii) have represented that you have the legal authority to accept these Terms of Use; and (iv) have agreed to be bound by the terms set out below. If you do not agree with the Terms of Use, you are not authorized to, and may not, use or access any of the Sites.

The Sites are owned and operated by New Leaf and Company. New Leaf and Company reserves the right to modify the Terms of Use from time to time without notice to you. You acknowledge and agree that it is your responsibility to review the Terms of Use periodically and to be aware of any modifications. Your continued use of the Sites and/or Site Services, after such modifications will constitute your acknowledgement of the modified Terms of Use, and your agreement to abide and be bound by the modified Terms of Use. Your sole remedy for dissatisfaction with the Sites or any products, services, content, or other information available on or through the Sites, is to discontinue using the Sites.

INTELLECTUAL PROPERTY PROTECTION

Copyright:

The contents and design of the Sites and any material electronically provided to you or otherwise supplied to you in conjunction with your New Leaf and Company membership and/or the Sites (such contents, design and materials being collectively referred to as the “Content“), are protected by the United States Copyright Act of 1976, as amended, and the copyright laws of other countries, as well as other intellectual and proprietary laws, and are owned by New Leaf and Company, the applicable expert resource speakers, the applicable authors of the content and/or the other contributors to New Leaf and Company, including contributors to the Sites. The software which operates the Sites is proprietary software and you may not use it except as expressly allowed under these Terms of Use. You may not copy, reverse engineer, modify or otherwise create derivative works from the software.

Trademarks:

You may not use or reproduce or allow anyone to use or reproduce any trademarks (including, without limitation, the “New Leaf and Company®” name and logo, or other trade names found in the Content, including those appearing on the Sites) for any reason without written permission from New Leaf and Company or the identified owner.

CONDUCT; USE OF CONTENT

Limited License to User

Subject to the Terms of Use and to the payment of any applicable fees specified by New Leaf and Company, New Leaf and Company grants you a limited, revocable, personal, nontransferable, non-sublicensable, nonexclusive license to use the Content. You may retrieve and display the Content on a computer screen, print the Content on paper, distribute copies of the Content within your company or to other active members of the New Leaf and Company community and store the Content in electronic form on your computer for your personal use. As a condition of your use of any of the Sites or Site Services, you warrant to New Leaf and Company that you will not use the Sites for any purpose that is unlawful or prohibited by the Terms of Use. Except as expressly set out above, you may not: (a) reproduce, modify, distribute or in any way commercially exploit any of the Content, (b) reproduce or store in or transmit to any other Web site, newsgroup, mailing list, electronic bulletin board, server or other storage device connected to a network, or regularly or systematically store in electronic or print form, all or any part of the Content, (c) modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works from, distribute, perform, display, or in any way exploit all or any part of the Content (including use as part of any library, archive or similar service) without the prior written consent of New Leaf and Company, (d) remove the copyright or trade mark notice from any versions or reproductions of the Content made under these Terms of Use, (e) collect account information for the benefit of another party, (f) use any meta tags or any other ‘hidden text’ utilizing any New Leaf and Company trademarks or Content without the express written consent of New Leaf and Company, (g) use New Leaf and Company’s name in any way in any domain name or URL, or (h) use software robots, spiders, crawlers, or similar data gathering and extraction tools, or take any other action that may impose an unreasonable burden or load on our networks or infrastructure. Any other use of the Content or Sites not specifically permitted above is expressly prohibited.

New Leaf and Company hopes and believes that the Content will be helpful, but it should not be construed as legal, accounting, tax or other professional advice on any subject matter. New Leaf and Company has endeavored to comply with legal and ethical requirements known to the New Leaf and Company personnel who compiled the Sites, but New Leaf and Company is not engaged in rendering legal, accounting, tax or other professional services, and availability or use of the Content is not intended to create, and does not create, any attorney-client, accountant-client or other professional services relationship. Use of the Content is not an adequate substitute for obtaining legal, accounting, tax or other professional advice from a qualified and licensed (if applicable) provider in your jurisdiction. You agree you will not act or refrain from acting based on any of the Content without first seeking the services of a qualified professional.

User Content and Submissions

Subject to the rights and licenses you grant to New Leaf and Company under these Terms of Use, you retain all rights to the ownership, copyrights and use of all content, media, suggestions, comments, ideas, notes, concepts, works, designs, information or other materials provided or uploaded by you to the Sites, or otherwise voluntarily submitted to New Leaf and Company via the Sites (collectively, your “User Submissions“). You understand that New Leaf and Company cannot guarantee, and will not be subject to any obligation, whether of attribution or otherwise, regarding User Submissions and will not be liable for any use, misuse, infringement or disclosure of any User Submissions by any third party. You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them on the Sites or otherwise.

User Grant of Licenses to New Leaf and Company

You affirm, represent and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish and disclose your User Submissions. You own all User Submissions, and other information that you upload to New Leaf and Company private member platforms. New Leaf and Company does not claim any ownership rights in User Submissions. After posting User Submissions, subject to the licenses granted herein, you continue to retain any ownership rights you have to User Submissions, and you continue to have the right to use and license User Submissions in any legally permissible way you choose. The information that you upload to any New Leaf and Company private member platform needs to comply with the terms of this Agreement. At any point, you can remove User Submissions and New Leaf and Company only retains any license rights set forth herein to maintain content in private areas where you have posted it.

You hereby grant New Leaf and Company, during the course of your usage of the New Leaf and Company private member platforms, a nonexclusive, worldwide, royalty-free, and transferable right and license to (i) use, access, store, cache, and privately display to users of New Leaf and Company private member platforms User Submissions (a) for the purpose of operating and making User Submissions available on New Leaf and Company private member platforms or (b) for our internal business purposes so that we may derive metrics and analytics relating to User Submissions; and (ii) disclose any such metrics and analytics regarding User Submissions for marketing and business development purposes. This license will terminate at the time you remove User Submissions from the New Leaf and Company private member platforms. Without limiting the foregoing, you agree that (1) User Submissions you remove may persist for a reasonable amount of time in back-up copies (but these copies will not be available to others) and (2) New Leaf and Company cannot control User Submissions that have been shared with others that have not deleted them and that the license for that information is perpetual.

You further acknowledge that New Leaf and Company is under no obligation to post, display or otherwise use any User Submission. You further acknowledge that New Leaf and Company has no obligation whatsoever to pay you any royalty or other compensation from the use or display of your User Submission or otherwise from the exercise of New Leaf and Company’s rights granted under these Terms of Use. You hereby agree not to instigate, support, maintain, or authorize any action, claim, or lawsuit against New Leaf and Company or its owners/operators, affiliates, licensees, licensors, and/or any other person, on the grounds that any use of a User Submission infringes any of your rights as creator of the User Submission, including, without limitation, trademark rights, copyrights, publicity rights, privacy rights, and moral rights. However, New Leaf and Company will not share information attributable to you individually with any third parties outside the New Leaf and Company community without your express written consent.

You should be aware that New Leaf and Company is not required and may not keep back-up copies of User Submissions. New Leaf and Company makes no guarantee that User Submissions will be safely stored and you should independently back-up and archive your User Submissions.

Recorded Content

New Leaf and Company may record the audiovisual content of Speaker workshops, conferences, New Leaf and Company group meetings or Peer Advisory Sessions for internal purposes or use within the New Leaf and Company community, or may receive such content from its Speakers, Chairs and members for sharing within the New Leaf and Company community. However, New Leaf and Company will not share recordings of you or information attributable to you with any third parties outside the New Leaf and Company community without your express written consent. You agree that New Leaf and Company may use, distribute, publish, create derivative works from, or commercialize aggregated, non-personally identifiable information derived from the recorded content in order to develop statistical or educational materials for the benefit of New Leaf and Company’s customers and vendors. Please see our Privacy Policy for more information on information collection and disclosure.

Recorded Content on New Leaf and Company CEO Connect

New Leaf and Company may record the audiovisual content of Peer Advisory Sessions offered as part of its New Leaf and Company CEO ConnectTM service for internal research purposes and retrieval by session participants. New Leaf and Company or its contractors may also summarize the content of Peer Advisory Sessions anonymously in writing for retrieval by session participants. You agree that New Leaf and Company may use, distribute, publish, create derivative works from, or commercialize aggregated, non-personally identifiable information derived from the recorded content in order to develop statistical or educational materials. New Leaf and Company shall not identify or disseminate your name, your company’s name or any information that is confidential to you or your company to any third party or the public without your express written consent. Please see our Privacy Policy for more information on information collection and disclosure.

User Representations

You understand that, by submitting a User Submission, you represent, acknowledge and agree that:

1. You have read, fully understand and agree to these Terms of Use and appreciate the nature, extent and consequences of such Terms of Use, including with respect to the licenses granted herein;
2. To the best of your knowledge, your User Submissions represent your own original work and New Leaf and Company’s publication and/or use of your User Submissions will not infringe upon any other individual’s or entity’s rights;
3. New Leaf and Company does not pre-screen User Submissions and you are solely responsible for the content of your User Submissions and the consequences of posting or publishing them on the Sites, including but not limited to any injury, damage or liability resulting therefrom;
4. You understand that New Leaf and Company is not responsible for, and cannot control, any actions taken by other users or members of the New Leaf and Company community in respect of your User Submissions, you accept responsibility for posting User Submissions where others may view them, and you acknowledge that New Leaf and Company recommends that you do not submit any User Submissions that would reasonably be considered to contain trade secrets or insider information, or that would otherwise subject you or your company to any liability or losses;
5. You understand that New Leaf and Company has no obligation, either express or implied, to develop or use your User Submissions and that no compensation is due to you or anyone else for any inadvertent or intentional use of those User Submissions, related User Submissions or any content or derivative work that is derived from your User Submissions;
6. New Leaf and Company is not obligated to provide any justification for removing or deleting any User Submissions or to reveal New Leaf and Company’s activities that are related to any submitted User Submissions;
7. Your submission of User Submissions to New Leaf and Company is entirely voluntary;
8. New Leaf and Company may, directly or indirectly, (i) be developing content, suggestions, ideas, notes, concepts, information or other materials that are the same or substantially similar to the User Submissions, or (ii) already have knowledge of such content, suggestions, ideas, notes, concepts, information or other materials from other sources;
9. Except to the extent that these Terms of Use are superseded by a separate agreement in writing executed by you and New Leaf and Company, you hereby irrevocably release and forever discharge New Leaf and Company and its affiliates and subsidiaries from any and all actions, causes of actions, claims, damages, liabilities and demands, whether absolute or contingent and of any nature whatsoever, which you now have or hereafter can, shall or may have against New Leaf and Company and its affiliates, licensees and subsidiaries or their respective successors and assigns with respect to the User Submissions, including without limitation concerning the direct or indirect use, publication, commercialization or distribution the User Submissions; and
10. New Leaf and Company has the right (but not the obligation) to monitor the Sites and each User Submission; to alter or remove any User Submission at any time; to disclose any User Submission and the circumstances surrounding its transmission to any third party or governmental or regulatory entity in order to operate the Sites properly; to protect ourselves, our sponsors and our users and visitors; and to comply with legal obligations or governmental requests.

User Prohibitions

You are solely responsible for the content of your User Submissions. You agree you will not:

1. Post, link to, publish or otherwise submit any User Submissions or materials that do not conform to these Terms of Use, including without limitation, those that:

1. are unlawful, obscene, hateful, defamatory, libelous, threatening, fraudulent, abusive, pornographic, sexually explicit, harassing or racially, ethnically or otherwise offensive;
2. encourage conduct that would be considered a criminal offense, or do or could give rise to civil liability or violate any law, rule or regulation, or are otherwise objectionable;
3. are intended to victimize, harass, degrade or intimidate an individual or group of individuals on the basis of age, disability, ethnicity, gender, race, religion or sexual orientation;
4. comprise non-public or insider information about companies, or are otherwise confidential or private;
5. contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant to New Leaf and Company all of the license rights granted herein;
6. comprise an advertisement, solicitation, pyramid scheme, firm offer to invest or other unsolicited commercial communication (except as otherwise expressly permitted by New Leaf and Company in writing); or
7. include recommendations to buy or refrain from buying a particular security or which otherwise have the purpose of affecting the price or value of any security;

2. Disguise or attempt to disguise the true origin of any User Submissions;
3. Impersonate any person or entity (including, without limitation, New Leaf and Company staff or other members of the New Leaf and Company community) or misrepresent any affiliation with any person or entity;
4. Knowingly post or transmit any User Submissions that contain software viruses, files, code or other harmful components designed to interrupt, destroy or limit the functionality of the Sites, the Content or any New Leaf and Company computer software, systems or equipment;
5. Collect or store other users’ personal data;
6. Restrict or inhibit any other user from using the Sites, Site Services, Content or Online Communities;
7. Upload, post, email, or otherwise transmit any material that infringes any patent, trademark, trade secret, copyright or other intellectual property right, privacy right, or publicity right of any person or entity;
8. Upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” chain letters, or any other potentially objectionable form of unsolicited communication, including without limitation, via initiation or perpetuation of “SPAM,” or to newsgroups, bulletin boards, or users that have requested that messages not be sent to them;
9. Upload, post, email, or otherwise transmit any material that you do not intend to disclose to all recipients of your transmission, including users who have access to the areas of the Sites in which your User Submission is posted;
10. Use the Sites for any purpose or in any manner that violates any local, state, or federal law or regulation, or any applicable laws or regulations of any foreign government; or
11. Upload, post, email or otherwise transmit without authorization any material that would reasonably be considered to contain confidential or private information concerning any third party person or entity, including without limitation, personal (i.e., non-business) phone number(s) or addresses, account numbers, social security numbers, passwords or other similar information.

New Leaf and Company reserves the right to review, edit and remove your User Submissions in order to ensure compliance with these Terms of Use and our Privacy Policy. It is not possible or practicable for New Leaf and Company to effectively monitor User Submissions, including with respect to infringement of third party rights. If you believe that a User Submission infringes your legal rights, you should notify New Leaf and Company immediately. If notified by a user of a User Submission that allegedly does not conform to these Terms of Use, New Leaf and Company may investigate the allegation and determine in good faith and in its sole discretion whether to remove or modify the User Submission.

New Leaf and Company neither endorses nor is responsible for any User Submissions, or for any opinion, advice, recommendation, information or other utterance made or displayed therein or otherwise posted on the Sites or Online Communities by third parties, whether such third parties are visitors to the Sites, members of the New Leaf and Company community or others. New Leaf and Company expressly disclaims any and all liability in connection with any User Submissions. The opinions expressed in any User Submission reflect solely the opinions of the user submitting such User Submission and do not reflect the opinions or views of New Leaf and Company. You should not rely on User Submissions in making (or refraining from making) any specific investment, business or other decisions.

New Leaf and Company cannot ensure that User Submissions are in compliance with the Terms of Use. You understand that when using the Sites you will be exposed to User Submissions from a variety of sources, and that New Leaf and Company cannot guarantee, and is not responsible for, the accuracy, integrity, quality, usefulness, safety, or intellectual property rights or protections of or relating to such User Submissions. You further understand and acknowledge that you may be exposed to User Submissions that are inaccurate, offensive, indecent, objectionable, obscene, threatening, harassing or that otherwise violate these Terms of Use, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against New Leaf and Company with respect thereto.

ONLINE COMMUNITIES

Our Sites may include discussion groups, blogs, chats and other areas that allow uploading of Content and/or interaction between members of the New Leaf and Company community (each, an “Online Community“). While New Leaf and Company does not control or monitor the User Submissions posted to Online Communities, it reserves the right (which it may exercise at its sole discretion without notice) to delete, move or edit the User Submissions and to terminate your access to and use of the Online Communities in the event your User Submissions violate the Terms of Use, including the User Representations above. New Leaf and Company has no obligation to review or monitor the Online Communities or User Submissions, and is not responsible for such information, including any advice or suggestions made by members of the New Leaf and Company community, including New Leaf and Company™ acting in their independent contractor capacity.

Certain Online Communities have their own community guidelines or standards which govern User Submissions and other content posted or otherwise published in these Online Communities. Community guidelines or standards applicable to an Online Community can be located in the area within a Site where the Online Communities are accessed. You are responsible for understanding and following any applicable community guidelines or standards.

New Leaf and Company may modify the rules related to Online Communities at any time without prior notice to you.
By submitting User Submissions to any Online Community you agree to indemnify and hold harmless New Leaf and Company from all claims, costs and expenses (including legal expenses) arising out of any such User Submissions posted or published by you that are in breach of these Terms of Use. Your use of an Online Community is at your own initiative and risk. The opinions expressed via User Submissions in the Online Communities reflect solely the opinion(s) of the participants and do not reflect the opinion(s) or view(s) of New Leaf and Company.

THIRD PARTY TRANSACTIONS

You may use the Sites to purchase products or services from New Leaf and Company’s third party partners. In that event, your contract for such products will be with the third party partner and not with New Leaf and Company. You acknowledge and agree that New Leaf and Company has no responsibility or liability in connection with any such products or services. Descriptions or images of, or references to, products or services on the Sites do not imply New Leaf and Company’s endorsement of such products or services.

TERM AND TERMINATION

New Leaf and Company may, in its discretion, terminate or suspend your access to all or part of the Sites (including any right to access and use the Content). New Leaf and Company reserves the right to refuse to offer access to the Sites and/or Content to anyone at anytime without notice.

The rights of termination are in addition to all other rights or remedies of New Leaf and Company provided in these Terms of Use or by law.

If you terminate your account, we will have no obligation to refund you any fees you may have paid except as may be required by applicable law.

CHANGES TO THE SITES

New Leaf and Company reserves the right, in its discretion, to suspend, change, modify, add or remove portions of the Content available on the Sites at any time. New Leaf and Company reserves the right to add to or change the Sites or cease offering the Sites at any time and without liability.

USER RESPONSIBILITY FOR ACCOUNT INFORMATION

In order to access certain Sites available only to members of the New Leaf and Company community (including New Leaf and Company members, chairs, speakers, New Leaf and Company employees and certain partners or service providers) (each, a “Member Site“), you will require a username, password, and/or other security-related access information (collectively, “Account Information“). You are solely responsible for maintaining the confidentiality of, and ensuring that proper security precautions are taken with respect to your Account Information. You are also responsible for all unauthorized access, use or misuse of the Sites, Site Services and/or Content due to your direction or lack of direction, control, lack of care in protecting Account Information, or failure to comply with the Terms of Use. Each registration is for a single user only; New Leaf and Company does not permit access through a single username and password being made available to multiple users on a network. You may not transfer or share your Account Information with anyone or permit others to use your Account Information to access or use the Sites. You agree to (a) immediately notify New Leaf and Company of any loss, theft or unauthorized use of any Account Information or any other breach of security pertaining to the Sites, and (b) ensure that your complete registration information, including your email address and personal contact information, is up to date. New Leaf and Company cannot and will not be liable for any loss or damage arising from your or any third party’s failure to comply with this section. New Leaf and Company reserves the right to monitor and record activity on the Sites, including access to the Content for the purposes of confirming your compliance with the Terms of Use, and to ensure proper site operation and performance. We also reserve the right to terminate or suspend your access to the Sites without notice or further obligation to you if, in our sole discretion, we believe you are in violation of this section or other provisions of the Terms of Use.