Terms of Use

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MEMA Terms of Use

Effective Date: 09/19/2025

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Introduction
These Terms of Use (“Terms”) are an agreement between you, on the one hand, and the Motor & Equipment Manufacturer’s Association and its affiliated organizations (collectively, “MEMA”), on the other hand, that govern your use of all websites, mobile applications, and other online platforms operated by MEMA (the “Sites”).
Please read these Terms carefully before using the Sites. Among other provisions that affect your legal rights, these Terms include an arbitration requirement and class action waiver set forth in Section 19, which, subject to some limited exceptions, requires you and MEMA to arbitrate any Disputes (defined below) on an individual basis. Arbitration on an individual basis means that neither party will have the right for a judge or jury to decide its claims or to proceed in a class, consolidated, or representative capacity.
By using the Sites, other than for the limited purpose of reviewing these Terms, you represent and warrant to MEMA that you (a) have reached the age of majority in your jurisdiction of residence and (b) agree to be bound by these Terms. If you do not agree to be bound by these Terms, or if these Terms are not enforceable where you are located, you may not use the Sites. We would not provide the Sites without the conditions in these Terms. If you later seek to repudiate these Terms or any aspect thereof, you agree that such action would constitute a breach of these Terms, prohibiting you from enforcing any aspect of the Terms and entitling us to damages resulting from your breach. As such, you should not access or use the Sites if you do not agree to be bound by these Terms.
If you are an individual using the Sites on behalf of, or for the benefit of, any corporation, partnership, or other entity with which you are associated (an “Organization”), then you are agreeing to these Terms on behalf of yourself and such Organization, and you represent and warrant that you have the legal authority to bind such Organization to these Terms. In that case, references to “you” and “your” in these Terms will refer to both you, the individual using the Sites, and to the Organization your represent.
Additional Terms
Certain aspects of the Sites may be subject to additional terms, conditions, rules, or guidelines (“Additional Terms”), and we may provide such Additional Terms to you via postings, pop-up notices, links, or other reasonable means. All Additional Terms are hereby incorporated by reference into these Terms. As such, any reference to the “Terms” herein includes the Additional Terms. If there is a conflict between the provisions herein and any Additional Term, the Additional Terms will control with respect to your use of the applicable aspect of the Sites.
Updates to these Terms
These Terms may be modified by MEMA at any time. When we modify these Terms, we will provide notice by updating the “Effective Date” above. For material changes, we will seek to supplement such notice by email, a pop-up message on the Sites, another prominent notice on the Sites, or other reasonable means. Your continued use of the Sites after any changes constitutes your agreement to be bound by the Terms as modified.
Privacy
Please review our Privacy Policy, which governs your submission personal information through the Sites. The Privacy Policy is hereby incorporated into these Terms by reference.
By using the Sites after reviewing these Terms, you are representing to MEMA that you understand and accept how we collect, use, and disclose information concerning your use of the Sites, as set forth in our Privacy Policy. You understand and agree that (a) MEMA is justifiably relying on this representation in granting you access to the Sites and (b) if you later take legal action inconsistent with this representation, this will constitute evidence that your representation was false. In that case, MEMA may elect to terminate these Terms, without prejudice to our ability to seek damages resulting from your breach. If you do not agree to the practices described in our Privacy Policy, you may not use the Sites or provide us with any information.
Ownership of the Sites
1. MEMA Content
  The contents of the Sites, including text, designs, graphics, Trademarks (defined below), audio clips, software, logos, buttons, images, digital downloads, data compilations, software, html code, xml code, icons, and the design, selection, and arrangement thereof (collectively, the “MEMA Content”) is the property of MEMA or its licensors to MEMA and may not be used in any manner without prior written permission. Any reference to the “Sites” in these Terms includes the MEMA Content.
2. Your Limited License to Use the Sites
  We are providing you with access to the Sites pursuant to a limited, non-exclusive, non-transferable, revocable license (the “License”). The License is available to you unless and until you or we terminate these Terms, we otherwise suspend or terminate your access to the Sites, or you are barred from using the Sites by applicable law. MEMA reserves all right, title, and interest not expressly granted under the License to the fullest extent possible under applicable law.
  Under the License, you are permitted to use the Sites solely for non-commercial purposes and only in the following limited ways: (a) you may access and browse the Sites, and use the features made available to you, using a device that you own or are authorized to use (a “Device”); (b) you may download the MEMA Content from the Sites and print out a hard copy, provided that you do not modify it in any way and do not remove or alter any copyright or other notice contained thereon; (c) you may install a copy of any mobile applications that we make available from time to time (collectively, the “Apps”) on a Device; and (d) your Device may temporarily store copies of the MEMA Content incidental to your use of the Sites. Except to the extent authorized by applicable law, you may not otherwise use, download, upload, copy, print, display, perform, post, reproduce, publish, license, transmit, or distribute the MEMA Content without the prior written consent of MEMA or, if applicable, our relevant licensor. Any unauthorized use of the MEMA Content may violate copyright laws, trademark laws, and other applicable laws. You agree to comply with reasonable written requests from us to help us protect our proprietary and intellectual property rights.
  The MEMA Content includes the trademarks, service marks, logos, slogans, trade names, and trade dress used on the Sites (the “Trademarks”). The absence of a trademark notice or symbol indicating the registration or ownership of the Trademark does not constitute a waiver of MEMA’s or its licensors’ trademark or other rights. These Terms do not grant you any rights to use the Trademarks. Under no circumstances are you permitted to use the Trademarks in a manner that creates a likelihood of consumer confusion.
  Finally, the Sites are intended for users genuinely interested in MEMA’s services. Under no circumstances may the Sites be used for the purpose of, or with the intention of, initiating litigation or arbitration, including using the Sites in order to trigger or induce an alleged violation of any law (“Litigation Purposes”). Use of the Sites for Litigation Purposes is strictly prohibited, exceeds the parameters of the License, and, as such, constitutes a breach by you of these Terms. In such circumstances, MEMA may elect to terminate these Terms, without prejudice to our ability to seek damages, including attorneys’ fees, resulting from your breach.
Video Content; Cookies
The Sites may contain video content, audiovisual content, or content of a like nature (collectively, “Video Content”). Video Content is provided for the purpose of enhancing the user experience on the Sites and is, therefore, provided in connection with MEMA’s business activities as a trade association. MEMA is not in the business of renting, selling, or delivering Video Content in a commercial manner. You agree that MEMA is not a “video tape service provider,” as defined in the Video Privacy Protection Act (“VPPA”), 18 U.S.C.A. § 2710 or similar state laws.
Further, the Sites may include online technologies and code-based tools, including cookies, pixels, web beacons, and software development kits, that track information about your activity on the Sites (collectively, “Cookies”). Cookies may result in information about your activity on the Sites being transmitted from your browser to MEMA and to third parties, which, in turn, may result in the display of targeted advertisements on third-party websites, services, or platforms (“External Sites”). Whether Cookies on the Sites result in your browser’s transmission of information to third parties depends on a number of factors that may be outside of MEMA’s knowledge or control, including what External Sites you use, what information you have provided to External Sites, and whether (and the extent to which) you have limited the use of Cookies by the operators of External Sites.
You hereby acknowledge and agree that, if Cookies on the Sites result in your browser’s transmission of information to External Sites, (a) such transmissions do not constitute a “knowing disclosure” of “personally identifiable information” by MEMA under the VPPA and (b) you will not initiate any litigation or otherwise assert any claim against MEMA based, in whole or in part, on such transmissions, whether under the VPPA, the California Invasion of Privacy Act (Cal. Penal Code § 630 et seq.), or any other statute, regulation, or cause of action.
User Content
1. User Content Disclaimer
  Certain aspects of the Sites may permit users to post, transmit, submit, upload, share, or make available (“share”) reviews, comments, communications, images, recordings, suggestions, questions, ideas, or other information or content (collectively, "User Content”). User Content has not necessarily been reviewed or approved by MEMA, and we, therefore, make no representations or warranties as to the accuracy, reliability, completeness, timeliness, or any other aspect of any User Content. Any views or opinions expressed in User Content belong to the users who shared the content and not to MEMA. Your reliance on any User Content is done entirely at your own risk. You understand and agree that we are not responsible for, and shall have no liability related to, any User Content, including your reliance on such content. If you post any user Content, you are entirely responsible for that content.
2. Your License to MEMA
  By sharing User Content, you grant to MEMA a non-exclusive, royalty-free, worldwide, irrevocable, perpetual, and fully sublicensable right to (a) reproduce, translate, publish, distribute, display, broadcast, modify, alter, create derivative works of, and otherwise exploit and use such User Content in any manner throughout the world, in any media or format, and for any purpose, whether commercial or otherwise, and (b) use your name in connection with your User Content when exercising the foregoing rights (the “User Content License”). We may sublicense the rights granted under the User Content License through multiple tiers of sublicenses.
  You represent and warrant that (a) you own your User Content or (b) you have obtained all rights and permissions needed to grant the User Content License to MEMA and you have not altered or deleted any copyright information attached to the User Content by the owner of such content. You acknowledge that you are not entitled to any monetary payment or other consideration in connection with MEMA’s use of your User Content pursuant to the User Content License.
  User Content shall not be deemed confidential, and MEMA shall not have any obligation to keep such content confidential. You acknowledge and agree that, pursuant to the User Content License, MEMA shall be free to use any ideas, concepts, know-how, or techniques contained in User Content for any purpose whatsoever, including developing, manufacturing, and marketing products and services incorporating or based on your User Content, all without any compensation or attribution to you.
3. Use of Third-Party User Content
  All User Content on the Sites is considered MEMA Content. As such, aside from the limited right to access and use the Sites and the MEMA Content granted in the License, you may not make any use of User Content shared by another party without the prior written permission of the owner of such content.
Copyright Complaints
We comply with the Digital Millennium Copyright Act (“DMCA”). If you believe that material on the Sites infringes a copyright that you own or are authorized to enforce, please send a notice of copyright infringement (“Copyright Notice”) to MEMA's Copyright Agent that contains the following information:
1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright;
2. A description of the copyrighted work that you claim has been infringed;
3. A description of where the material that you claim is infringing is located on the Sites;
4. Your address, telephone number, and email address;
5. A statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
6. A statement by you, made under penalty of perjury, that the information in your Copyright Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
When we receive a substantially compliant Copyright Notice, we will expeditiously remove or disable access to the allegedly infringing content. We may give notice to the user responsible for the content by means of a general notice on the Sites, an email to a user’s email address in our records, or written communication sent by first class mail to a user’s physical address in our records.
If you receive such a notice and believe that the content in question was removed as a result of mistake or misidentification, you may send a counter-notification to our copyright Agent (“CopyrightCounter-Notification”). To be effective, the counter-notification must be a written communication that includes the following:
1. Your physical or electronic signature;
2. Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
3. A statement from you, under penalty of perjury, that you have a good-faith belief that the material was removed or disabled as a result of a mistake or misidentification; and
4. Your name, physical address, and telephone number, and a statement that you consent to the jurisdiction of the federal district court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which we may be found, and that you will accept service of process from the owner of the work allegedly infringed or its agent.
MEMA's Copyright Agent can be reached as follows:
By Mail: ATTN: MEMA Webmaster
PO Box 13966RTP, NC 27709-3966
By Phone: 919-549-4800
By Fax: 919-406-8853By
By Email: info@mema.org
In an effort to protect the rights of copyright owners, MEMA will take reasonable steps within its power to terminate, in appropriate circumstances, use of the Sites by users it categorizes as repeat infringers.
Accounts
To access certain aspects of the Sites, it may be necessary to create an account (an “Account”), which may require you to select a username and password. You agree (a) to provide accurate and complete information and (b) not to act in a false or misleading manner during the Account creation process. Without limiting the preceding sentence, you agree not to adopt a username with the intention of imitating any other person or entity. You are solely responsible for maintaining the secrecy of your passwords and other sensitive Account information and for restricting access to your Account. You are fully responsible for the acts and omissions of any person that uses the Sites while logged into your Account.
Membership Billing
1. Membership Dues
  The Sites allow certain entities to apply for membership in MEMA (“Memberships”). Memberships consist of one-year terms, calculated from the date that MEMA provides notification that the application has been accepted (each such term being a “Membership Term”). For each Membership Term, MEMA members (“Members”) are required to pay a fee to maintain their Membership (the “MembershipDues”). The amount of Membership Dues will be calculated based on MEMA’s Membership Dues policy. We may change the amount of Membership Dues from time to time, but we will communicate any price changes to you in advance in the manner required by applicable law (if any) and, if applicable, we will tell you how to accept those changes. Changes in Membership Dues will take effect at the start of each Member’s next Membership Term.
2. Auto-Renewal and Cancellation
  Memberships will automatically renew for a subsequent Membership Term until cancelled. This means that each Member’s DESIGNATED payment method PAYMENT METHOD will be automatically charged in the amount of the MEMBERSHIP DUES upon admission TO MEMA and at the beginning of each subsequent Membership Term, unless and until the Membership IS CANCELLED BY THE MEMBER. By submitting an Application for MEMBERSHIP, you authorize us to charge the MEMBERSHIP DUES to your payment method on a recurring, annual basis.
  Members may cancel their Memberships without fee or penalty at any time by emailing payments@mema.org. Cancellation becomes effective at the end of the then-current Membership Term, after which time you will no longer have access to the applicable Member benefits. Membership Dues that have already been charged to a Member’s payment method are non-refundable.
Payments
You may be permitted to make payments on the Sites for the purchase of products and services, including the payment of registration fees for events (“Payments”). If you wish to make a Payment, you will be asked to supply certain information, including your name, payment method, and billing and shipping information (collectively, “Payment Information”).
The payment methods that we accept will be set forth on the Sites and may change from time to time. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY PAYMENT METHOD DESIGNATED FOR AN ORDER. You further agree to provide current, complete, and accurate Payment Information. You agree to promptly update your Account information and Payment Information as necessary, so that we can process your Payments and contact you as needed. By submitting any Payment Information, you grant to MEMA the right to provide such information to third parties for purposes of facilitating the completion of your Payment. Verification may be required prior to the completion of a Payment.
Your submission of Payment Information constitutes a request to purchase the relevant product or service (“Purchase Request”). As such, your receipt of a payment confirmation or similar acknowledgment means only that your Purchase Request has been received; it does not mean that your Purchase Request has been accepted or that the price or availability of the product or service has been confirmed. We reserve the right to cancel or modify Purchase Requests as we deem necessary, and we shall have no liability to you other than providing a refund, if applicable. Without limiting the preceding sentence, we reserve the right to limit or cancel quantities purchased per person, per household, or per transaction, which may include Purchase Requests submitted under the same name or Account or that use the same payment method, billing address, and/or shipping address. If we modify or cancel a Purchase Request, we will attempt to notify you via the information we have on file for you.
You agree to pay all charges incurred by you or on your behalf through the Sites at the price in effect when incurred, including any shipping charges. You are solely responsible for any taxes applicable to your purchases, regardless of whether tax is included in the purchase price on the Sites. Further, it is your responsibility to comply with all applicable laws concerning the receipt, possession, and use of any product or service purchased from the Sites. Any offer for any product or service made on the Sites is void where prohibited. All prices displayed on the Sites are in U.S. Dollars and are subject to change without notice.
Prohibited Conduct; Monitoring & Enforcement
You agree not to share any User Content or otherwise use the Sites in any manner that:
1. Infringes any copyright, trademark, trade secret, patent, or other right of any party, including the publicity and privacy rights of any person (living or deceased);
2. Impersonates any person or entity, including MEMA or a MEMA employee, or otherwise misrepresents your affiliation with a person or entity;
3. Involves forging headers or otherwise manipulating identifiers in order to disguise the origin of any content transmitted through the Sites;
4. Links to materials or other content, directly or indirectly, to which you do not have a right to link;
5. Is false or misleading, abusive, harmful, threatening, or harassing, tortious, defamatory, or libelous, obscene, vulgar, or pornographic, discriminatory on the basis of race, religion, ethnicity, nationality, sex, sexuality, gender, age, or disability, or otherwise objectionable;
6. Harms minors in any way;
7. Is designed to gain access to aspects of the Sites that you are not authorized by MEMA to access;
8. Copies, modifies, creates a derivative work of, reverse engineers, decompiles or otherwise attempts to extract the source code of the software underlying the Sites;
9. Discloses content that you do not have a right to disclose pursuant to any law or under contractual or fiduciary relationships, such as inside information, proprietary and confidential information received through employment relationships or under nondisclosure agreements;
10. Discloses private or personal matters concerning any person without their permission;
11. Interferes with or disrupts the proper functioning of the Sites or any other user’s use or enjoyment of the Sites;
12. Consists of or involves any unsolicited or unauthorized advertising, charity requests, petitions for signatures, promotional materials, "junk mail," "spam," "chain letters," “pyramid schemes,” or any other form of solicitation, except in those areas of the Sites that are designed for such purpose, if any;
13. Is designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment (including by means of software viruses or any other computer code, files, or programs);
14. Causes MEMA to lose (in whole or in part) the services of our internet service providers or other suppliers;
15. Interferes with or disrupts the Sites or servers or networks connected to the Sites, or disobeys any requirements, procedures, policies, or regulations of networks connected to the Sites;
16. Violates, or encourages anyone to violate, any applicable local, state, national, or international law, regulation, or order, including regulations promulgated by the U.S. Securities and Exchange Commission and the rules of any national or other securities exchange;
MEMA has the right, but not the obligation, to monitor the Sites for the purpose or determining and enforcing compliance with these Terms. Further, MEMA shall be free to delete, remove, modify, or refuse to post any User Content if we determine that the content violates these Terms or is stale or off topic or that the removal of the content is otherwise necessary or convenient in connection with our administration of the Sites.
MEMA reserves the right to disclose any information, including your identity, Account information, and information about your use of the Sites, as MEMA deems necessary to enforce these Terms; to satisfy any applicable law, regulation, legal process, or governmental request; or to respond to claims that the Sites or your activities in connection therewith violate the rights of third parties.
You hereby waive any claims related to or resulting from any action or inaction of MEMA with respect to (A) monitoring the Sites; (b) deleting, removing, modifying, or refusing to post any User Content; (C) determining or enforcing compliance with these Terms; and (D) cooperating with law enforcement or a court order CONCERNING any matter related to the Sites.
Notwithstanding the use restrictions in this Section 12, nothing in these Terms shall prohibit or restrict your ability to (a) make any “statement” protected by Cal. Civ. Code § 1670.8; (b) engage in a “covered communication” as defined by the Consumer Review Fairness Act, 15 U.S.C.A. § 45b; or (c) express or publish any review, performance assessment, or similar analysis (collectively, “Reviews”) about MEMA, its employees or agents, or its products or services, to the extent that such Reviews are protected under applicable law.
DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
1. DISCLAIMER OF WARRANTIES
  TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SITES IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. MEMA EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
  WITHOUT LIMITING THE PRECEDING SENTENCE, MEMA MAKES NO WARRANTY THAT (1) THE SITES WILL MEET YOUR REQUIREMENTS; (2) THE SITES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR FREE OF VIRUSES, ERRORS OR OTHER HARMFUL COMPONENTS; (3) THE MEMA CONTENT WILL BE ACCURATE OR RELIABLE; (4) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITES WILL MEET YOUR EXPECTATIONS; OR (5) ANY ERRORS ON THE SITES OR WILL BE CORRECTED. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS, AND USEFULNESS OF ANY INFORMATION, OPINION, ADVICE, OR OTHER CONTENT AVAILABLE THROUGH THE SITES AND TO CONSULT PROFESSIONALS AS NEEDED IN SUCH EVALUATION.
  NO ADVICE OR INFORMATION, WHETHER WRITTEN OR ORAL, PROVIDED BY MEMA, A MEMA EMPLOYEE OR AGENT, OR ON THE SITES, SHALL CREATE ANY WARRANTY WITH RESPECT TO YOUR USE OF THE SITES.
2. LIMITATION OF LIABILITY
  MEMA, ITS PARENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, SUPPLIERS, AND LICENSORS, AND EACH OF THEIR OFFICERS, SHAREHOLDERS, MANAGERS, EMPLOYEES, AGENTS, DIRECTORS, AND LICENSEES (THE “RELEASED PARTIES”) SHALL NOT BE LIABLE FOR ANY OF THE FOLLOWING DAMAGES ARISING IN CONNECTION WITH YOUR USE OF (OR INABILITY TO USE) THE SITES: (A) INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, STATUTORY, OR EXEMPLARY DAMAGES; (B) LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, USE, OR DATA, IN ALL CASES WHETHER DIRECT OR INDIRECT; (C) DAMAGES, INCLUDING FOR ANY DELAY OR FAILURE IN PERFORMANCE, ARISING FROM CAUSES BEYOND THE REASONABLE CONTROL OF THE RELEASED PARTIES; (D) DAMAGES ARISING FROM THE CONDUCT OF OTHER USERS OF THE SITES or their user content; or (e) damages relating to the delay, failure, interruption, disclosure, or corruption of any data or information transmitted in connection with the Sites.
  FURTHER, IN NO EVENT SHALL THE COLLECTIVE LIABILITY OF THE RELEASED PARTIES IN CONNECTION WITH ANY DISPUTE EXCEED THE GREATER OF (A) $250 USD OR (B) THE AMOUNT YOU PAID TO MEMA SPECIFICALLY IN CONNECTION WITH YOUR USE OF THE SITES IN THE 12-MONTH PERIOD PRECEDING THE DATE ON WHICH YOUR CLAIM AROSE (OR, IF THE DISPUTE INVOLVEMENTS MULTIPLE CLAIMS, THE DATE ON WHICH THE FIRST SUCH CLAIM AROSE).
  THE LIMITATION OF LIABILITY IN THIS SECTION 13(B) APPLIES regardless of legal theory, EVEN IF THE RELEASED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF THE RELEVANT DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. yOU UNDERSTAND AND AGREE THAT THE LIMITATION OF LIABILITY IN THIS SECTION 13(B) IS AN ESSENTIAL ASPECT OF OUR ABILITY TO PROVIDE THE SITES TO YOU AND THAT WE WOULD NOT BE ABLE TO DO SO WITHOUT it.
3. Additional rights
  SOME JURISDICTIONS DO NOT PERMIT THE DISCLAIMER OF CERTAIN WARRANTIES AND/OR THE EXCLUSION OR LIMITATION OF CERTAIN liabilities or DAMAGES (“WARRANTY AND LIABILITY EXCLUSIONS”). Accordingly, SOME OF THE WARRANTY AND LIABILITY EXCLUSIONS IN THESE TERMS MIGHT NOT APPLY TO YOU, EITHER IN WHOLE OR IN PART. NOTHING IN THESE TERMS SEEKS TO IMPOSE ANY WARRANTY AND LIABILITY EXCLUSIONS THAT ARE NOT PERMITTED UNDER APPLICABLE LAW. YOU AGREE, HOWEVER, THAT ALL WARRANTY AND LIABILITY EXCLUSIONS IN THESE TERMS SHALL APPLY TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
Indemnification
You agree to indemnify, hold harmless, and, at their option, defend the Released Parties from and against any and all liabilities, claims, damages, costs, and expenses, including attorneys’ fees and costs, arising from or related to (a) your breach of these Terms; (b) any User Content you share; (c) your interactions with other users; and (d) your violation of any law or the rights of any third party. We reserve the right to assume exclusive defense and control of any matter subject to indemnification by you and you agree to cooperate if and as requested by us in the defense and settlement of such matter. You agree never to settle any matter for which your indemnification is required absent our prior written consent.
Separately, if you initiate, or threaten to initiate, any litigation, arbitration, or otherwise assert any claim against the Released Parties that is based or relies, in whole or in part, upon a repudiation or breach of any promises, representations, warranties, agreements, or consents that you have made or provided pursuant to these Terms (collectively “Prohibited Legal Actions”), you agree to indemnify the Released Parties from and against any liabilities, claims, damages, costs, and expenses, including attorneys’ fees and costs, arising from or related to the Prohibited Legal Action or your threat of the same.
Links to External Sites
The Sites may include hyperlinks to External Sites. If you use these links, you are leaving the Sites and visiting a website or service operated by a third party. These Terms and our Privacy Policy will not apply to information you provide to or through, or transactions you conduct on, External Sites. You should refer to the policies posted on External Sites before you use them.
We are not responsible for any content, goods, or services available on External Sites, nor do we endorse any opinions, advice, statements and advertisements on External Sites. You bear all risks associated with your use of External Sites. If you choose to purchase any products or services on an External Site, your relationship is directly with the relevant third party and not with MEMA.
Under no circumstances shall we be held responsible or liable for any loss or damage caused by your use of External Sites.
Linking to the Sites
You are permitted to establish a hyperlink to the homepage of any of the Sites, provided that (a) you do so in a manner that is legal and does not state or imply any endorsement of or affiliation with the originating website, application, or service (the “Originating Site”) by MEMA; (b) the Originating Site contains no content that you would be prohibited from sharing on the Sites pursuant to these Terms or any applicable law; (c) the Originating Site is owned by you or you have express written consent from the owner to establish the link; and (d) you do not establish a deep-link or otherwise link to any page other than a homepage of the Sites. You agree to cooperate with us as requested to remove any links that we determine violate these Terms. We reserve the right to withdraw linking permission at any time and without notice.
Informational Purposes Only
MEMA provides the Sites for informational purposes only. The Sites are not intended to be relied upon as any kind of professional advice or opinion. Although the Sites may contain business and financial information, including information relating to companies, stocks, investments, and securities, any such information is general in nature and is not intended to provide business, financial, legal, or any other type of professional advice or opinion to you or any other party. You are responsible for seeking the advice of professionals, as appropriate, regarding the evaluation of the information on the Sites. You agree that MEMA shall not be responsible or liable for any decisions, financial or otherwise, made based on the information found on the Sites.
Disputes; Arbitration
If there is any controversy, claim, action, or dispute arising out of or related to your use of the Sites, including any services provided by MEMA through the Sites, or the breach, enforcement, interpretation, or validity of these Terms or any part of them (“Dispute”), you and MEMA hereby agree to resolve the Dispute through the dispute resolution procedures set forth in this Section 19, even if the Dispute arose prior to the Effective Date of these Terms.
1. Informal Dispute Resolution
  You and MEMA agree to first attempt to avoid the costs of formal dispute resolution by giving each other a full and fair opportunity to address and resolve the Dispute informally. The party with the complaint (the “Complaining Party”) shall send written notice to the other party (the “Receiving Party”) describing the facts and circumstances of the Dispute (a “Dispute Notice”).
  All Dispute Notices must: (a) be signed by the Complaining Party; (b) include the Complaining Party’s name, physical address, and email address; (c) describe with specificity the nature and basis of the Dispute in a manner sufficient for the Receiving Party to evaluate the merits of the Complaining Party’s individualized claim, and (d) set forth the alleged damage and harm suffered and the specific relief sought with a calculation for it. Each Dispute Notice is limited to a single Dispute between you and MEMA. As such, your Dispute and those of others may not be combined into a single Dispute Notice.
  Dispute Notices shall be sent as follows:
  1. To MEMA: You must send any Dispute Notice (a) by first-class or certified mail to ATTN: MEMA Disputes, PO Box 13966, RTP, NC 27709-3966 and (b) by email to payments@mema.org.
  2. To You: We will send notice by (a) first-class or certified mail to the physical address we have on file for you (if any) and (b) by email to the email address we have on file for you (if any). If we do not have any address on file for you, or if we are, for any reason, unable to provide notice via the contact information on file, we reserve the right to provide notice by other reasonable means.
    You and MEMA will attempt to resolve the Dispute through informal negotiation within sixty (60) days beginning on the date that a valid Dispute Notice is sent (the “Informal Negotiation Period”). During the Informal Negotiation Period, you and MEMA are required to conduct an individual meet-and-confer in person, or via teleconference or videoconference, that addresses only the Dispute between you and MEMA (the “Conference”). If you are represented by counsel, your counsel may participate in the Conference, but you will also need to participate. MEMA will participate in the Conference through one or more representatives, which may include our counsel.
    Both you and MEMA agree that the foregoing dispute resolution procedure (the “Informal Dispute Resolution Procedure”) is a condition precedent that must be satisfied before initiating any arbitration or litigation against the other party. If any aspect or requirement of the Informal Dispute Resolution Procedure has not been completed, the parties agree that (a) a court of competent jurisdiction can enjoin the filing or prosecution of any arbitration or litigation and (b) unless prohibited by law, no arbitration administrator shall administer any arbitration or demand fees in connection with the Dispute.
2. Individual Arbitration
  IF ANY DISPUTE CANNOT BE RESOLVED THROUGH THE INFORMAL DISPUTE RESOLUTION PROCEDURE, YOU AND MEMA AGREE THAT SUCH DISPUTE SHALL BE DECIDED EXCLUSIVELY BY BINDING ARBITRATION ON AN INDIVIDUAL BASIS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT NEITHER PARTY WILL HAVE, AND YOU AND MEMA EACH HEREBY WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE ITS CLAIMS, AND THAT NEITHER PARTY IS PERMITTED TO PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY. Other rights that you and we would have in court will not be available or will be more limited in arbitration, including discovery and appeal rights.
  Any such Disputes shall be exclusively submitted to JAMS (www.jamsadr.com) for binding arbitration under its rules then in effect, as modified by these Terms, before one arbitrator to be mutually agreed upon by both parties (a Dispute submitted to JAMS for arbitration being a “Demand for Arbitration”). The arbitration shall be conducted in accordance with the JAMS Consumer Arbitration Minimum Standards (the “Minimum Standards”) if, and only if, it is determined by JAMS or the arbitrator that the Minimum Standards are applicable to the Dispute. The Minimum Standards are available at www.jamsadr.com/consumer-minimum-standards. The location of any hearings will be determined by the applicable JAMS rules, provided that if the claim is for $5,000 or less, you may choose to (a) have the arbitration conducted solely on the basis of the documents submitted to the arbitrator or (b) hold a hearing by teleconference or videoconference.
  The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any Dispute arising under or relating to the interpretation, applicability, enforceability, or formation of these Terms, including any claim that all or any part of these Terms are void or voidable. You and MEMA agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including any objections with respect to the existence, scope, or validity of this Section 19 or the arbitrability of any claim or counterclaim. The award rendered by the arbitrator may be confirmed and enforced in a court of competent jurisdiction.
3. Mass Arbitration
  This Section 19(C) applies to Mass Arbitrations (defined below) and supersedes any provision to the contrary in these Terms.
  If you or MEMA files a Demand for Arbitration that is one of fifty (50) or more similar Demands for Arbitration filed against the other party (i.e., against you or MEMA) by parties represented by the same law firm or law firms acting in coordination (a “Mass Arbitration”), the arbitration of the Dispute, and all other Disputes constituting the Mass Arbitration, shall be conducted in accordance with the JAMS Mass Arbitration Procedures and Guidelines, including the JAMS Mass Arbitration Fee Schedule (the “Mass Arbitration Rules”). The Mass Arbitration Rules are available at www.jamsadr.com/mass-arbitration-procedures.
  You and MEMA agree that, in the event of a Mass Arbitration, any issues arising under or relating to (a) the interpretation, applicability, enforceability, or formation of these Terms, including any claim that all or any part of these Terms are void or voidable or (b) the jurisdiction of the arbitrator, including any objections with respect to the existence, scope, or validity of this Section 19 or the arbitrability of any claim or counterclaim, shall be decided by a court of competent jurisdiction.
4. Exceptions
  In lieu of the dispute resolution procedures in Section 19(A)-(C), you or MEMA may (a) bring a claim or elect to resolve a Dispute in small claims court in the United States consistent with any applicable jurisdictional and monetary limits that may apply (so long as the action is litigated exclusively in small claims court and is not removed or appealed to a court of general jurisdiction) and (b) file a claim in court to (i) enjoin the infringement or other misuse of its intellectual property rights or (ii) seek a declaration that the other party is in breach of these Terms. You and MEMA agree that, to the extent permitted by applicable law, any claims referenced in the preceding sentence must be brought and maintained on an individual basis. In addition, nothing in these Terms prohibits you or us from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf (or vice versa).
Choice of Law & Forum
1. Choice of Law
  These Terms and your use of the Sites shall be governed by the laws of the United States and the District of Columbia, without regard to principles of conflict of laws. Any arbitration conducted pursuant to these Terms shall be governed by the Federal Arbitration Act, 9 U.S.C., Secs. 1-16.
2. Choice of Forum
  Except for claims properly lodged in a small claims court in the United States, any Disputes not subject to arbitration pursuant Section 19, including those referenced in Section 19(D), shall be resolved by a court located in the District of Columbia and you hereby agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.
Changes to the Sites
MEMA reserves the right to modify, suspend, or discontinue the Sites and any aspect thereof, and you agree that MEMA shall not be liable to you or any third party for any such actions. These Terms shall automatically apply to all improvements and modifications to the Sites.
Termination of these Terms
These Terms will continue to apply until terminated by either you or MEMA. We may terminate these Terms or suspend, or terminate your access to the Sites, at any time if (a) we believe you have breached any of these Terms, (b) we stop providing the Sites or any material component thereof, or (c) as we believe necessary to comply with applicable law. You may terminate these Terms at any time by sending an email to info@mema.org stating that you would like to terminate this agreement.
If you or we terminate these Terms, or if we suspend or terminate your access to the Sites, you agree that (a) your right to access and use the Sites ceases immediately, (b) we shall have no liability to you in connection with the same, and (c) except as expressly provided otherwise by MEMA, we will not refund any amounts that you have already paid to us.
The following provisions shall survive the termination of these Terms: Sections 1, 4, 5 (excluding the License), 6, 7, 13, 14, 18, 19, and 22, as well as any other provisions of these Terms that, either explicitly or by their nature, must remain in effect even after termination of these Terms.
Miscellaneous
1. Interpretation
  In these Terms, the words “include,” “includes,” and “including” are used in an illustrative sense and shall be construed as if followed by “without limitation,” and the term “or” shall not be exclusive. Titles and headings to sections herein are included for convenience only and are not intended to affect the meaning or interpretation of these Terms. Any limited or specific disclaimers or limitations of liability found in these Terms shall not limit the effect, force, or breadth of any more general disclaimers or limitations of liability in these Terms. When these Terms refer to a decision or action that will or may be made or taken by MEMA, such decision or action shall be made, taken, or refrained from in MEMA’s sole discretion and judgment.
2. Severability
  If any provision of these Terms is deemed invalid, void, or for any reason unenforceable by a court or authority of competent jurisdiction, such provision shall be deemed severable and shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.
3. Waiver
  The failure of you or MEMA to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision.
4. Entire Agreement
  These Terms (including, for clarification, any Additional Terms) set forth the entire understanding and agreement between you and MEMA with respect to your use of the Sites.
5. Assignment
  You may not assign, transfer, or sublicense any or all of your rights or obligations under these Terms without our express prior written consent. We may assign, transfer, or sublicense any or all of our rights or obligations under these Terms without restriction.
6. No Relationship
  These Terms do not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between you and MEMA.
7. Notice to California Residents
  If you are a California resident, with respect to any Warranty and Liability Exclusions in these Terms, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
8. Admissibility
  You agree that all agreements, notices, disclosures, and other communications that MEMA provides to you (a) via a notice on the Sites or (b) an email to an address that we have on file for you will satisfy any legal requirement that such communications be in writing. You further agree that a printed version of these Terms and/or any notice given in electronic form shall be admissible in judicial or administrative proceedings (including arbitration) based upon or relating to these Terms or your use of the Sites to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Contact Us
If you have any questions, comments or concerns about these Terms, please contact us at:
P.O. Box 13966
RTP, NC 27709
info@mema.org
(919) 549-4800

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