Terms of Service
AGREEMENT BETWEEN YOU AND APQC
For users to access the KB Web Sites with full Member privileges (access level of “Registered Member,” their employer must have a current, up-to-date membership application on file with APQC and be in good standing with APQC. If membership with APQC cannot be verified, users will be granted access as publicly available portions of the KB as “Registered Non-Members.” APQC reserves the right to deny or limit privileges to the KB Web Sites to any user without notice.
KNOWLEDGE BASE PRIVACY AND PROTECTION OF PERSONAL INFORMATION
Please refer to APQC’s Privacy Statement for disclosures relating to the collection and use of your personal information.
MEMBER ACCOUNT, PASSWORD, AND SECURITY
If a particular Knowledge Base Web Site, or any product or service offered on any Knowledge Base Web Site (each a “Knowledge Base Web Site,” and collectively “Knowledge Base Web Site”) requires registration or a specific registration profile (Registered Member or Registered Non-Member), you must complete the registration process by providing current, complete, and accurate information as prompted by the applicable registration form. This will create an account and user profile for you within the Knowledge Base Web Site. To access the Knowledge Base Web Site as a Registered Member, you will be provided with a verification e-mail at your corporate e-mail address. To gain access as a Registered Member, you must:
- meet the employee definition (see below) of the member organization you select during the registration process,
- have access to the valid corporate e-mail account provided during registration at that member organization,
- ensure the corporate e-mail account provided during registration matches a valid domain name for the member organization you selected during the registration process, and
- follow the process in the activation e-mail sent to the corporate e-mail address you provide during registration.
Providing such will activate your account on the Knowledge Base Web Sites and provide you with access as a Registered Member.
An “employee” is defined as a person employed full-time or part-time with non-temporary status for the organization selected during the KB Web Site registration process. The general rule APQC will follow is that the user must be eligible to receive a W-2 tax form from the organization selected during the registration process to be considered an employee of that organization. Vendors and consultants are not eligible for Registered Member access to the KB Web Sites while working for other organizations, even if those organizations are APQC members, unless the vendor or consultant is employed by (receives a W-2 tax form from) an APQC member (e.g., vendors and consultants are not extended access to the KB Web Site while working for member organizations; they are provided access only through their own employer).
You are responsible for maintaining the confidentiality of your password and account access privileges. Your personal information can be accessed and updated only by yourself and APQC administrators. Your personal information is stored on the secure KB servers. Furthermore, you are responsible for any and all activities that occur under your account. You agree to notify APQC immediately of any unauthorized use of your account or any other breach of security. APQC will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by APQC or another party due to someone else using your account or password. You may not use anyone else’s account at any time, either with or without the permission of the account holder. Should you no longer be employed (based on the definition above) by the member organization through which you are registered, you must change your profile to reflect your current employer. If your new employer is also a member organization, you will retain Registered Member status on the Knowledge Base Web Site. If your new employer is not a Member of APQC, you will be switched to a Registered Non-Member level of access.
APQC will “re-activate” accounts once per year by sending e-mails to users around the membership renewal date of their employer. If you do not follow the instructions outlined in the re-activation e-mail, your access will be modified to Registered Non-Member status. Much of the content Registered Members access is not available to other users or is only provided to other users for a fee. For that reason, periodically, APQC may provide your name, title, and a method of contacting you to a representative from your employer to verify employment. If you are identified as not being employed (based on the definition above) by that organization, your access will be modified to Registered Non-Member status. Additionally, you will be held responsible for any fees that may apply due to this misrepresentation of your employment status.
APQC reserves the right to change the terms, conditions, and notices under which the Knowledge Base Web Sites are offered, including but not limited to the charges associated with use of the Knowledge Base Web Sites. You are responsible for regularly reviewing these terms and conditions and additional terms posted on particular KB Web Pages and your continued use of the KB Web Sites constitutes your agreement to all such terms, conditions, and notices, subject to any applicable corporate agreement.
PERSONAL AND NON-COMMERCIAL USE LIMITATION
The Knowledge Base Web Sites are for your individual personal use in a non-commercial manner within the organization by which you are employed, assuming that organization is currently a member of APQC. Except as may be provided to the contrary in the current membership agreement between your employer and APQC, you may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Knowledge Base Web Sites. Without the advance express written permission of APQC, you may not “meta-search” the Knowledge Base Web Sites, send, or cause to be sent, any automated queries of any sort to the Knowledge Base Web Sites, or use the Knowledge Base Web Sites in any commercial manner.
LINKS TO THIRD PARTY SITES
Any dealings with third parties included within the Knowledge Base Web Sites or participation in promotions, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties, or representations associated with such dealings or promotions, are solely between you and the advertiser or other third party. APQC shall not be responsible or liable for any part of any such dealings or promotions.
NO UNLAWFUL OR PROHIBITED USE
As a condition of your use of the Knowledge Base Web Sites, you will not use the Knowledge Base Web Sites for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Knowledge Base Web Sites in any manner that could damage, disable, overburden, or impair any Knowledge Base Web Sites (or the network(s) connected to any Knowledge Base Web Sites) or interfere with any other party’s use and enjoyment of any Knowledge Base Web Site. You may not attempt to gain unauthorized access to any Knowledge Base Web Site, other accounts, computer systems, or networks connected to any Knowledge Base Web Site, through hacking, password mining, or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Knowledge Base Web Site.
USE OF SERVICES
The Knowledge Base Web Sites may contain e-mail services, bulletin board services, chat areas, news groups, forums, communities, personal Web pages, calendars, photo albums, file cabinets, and/or other message or communication facilities designed to enable you to communicate with others (collectively, “Communication Services”). You agree to use the Communication Services only to post, send, and receive messages and material that are proper and, when applicable, related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using a Communication Service, you will not:
- Use the Communication Service in connection with surveys, contests, pyramid schemes, chain letters, junk e-mail, spamming, or any duplicative or unsolicited messages (commercial or otherwise).
- Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
- Publish, post, upload, distribute, or disseminate any inappropriate, profane, defamatory, obscene, indecent, or unlawful topic, name, material, or information.
- Publish, post, upload, distribute, or disseminate any topic, name, material, or information that incites discrimination, hate, or violence towards one person or a group because of their belonging to a race, a religion, or a nation, or that insults the victims of crimes against humanity by contesting the existence of those crimes.
- Upload, or otherwise make available, files that contain images, photographs, software, or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consents to do the same. APQC adheres very closely to a strong copyright policy and is not responsible for copyright violations of any users that make files or content available through the Kmowledge Base Web Sites.
- Use any material or information, including images or photographs, that is made available through the Knowledge Base Web Sites in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party.
- Upload files that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property of another.
- Use meta tag searches on the Web sites.
- Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages.
- Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner.
- Falsify or delete any author attributions, legal or other proper notices, or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
- Restrict or inhibit any other user from using and enjoying the Communication Services.
- Violate the APQC Benchmarking Code of Conduct or other guidelines that may be applicable for any particular Communication Service.
- Harvest or otherwise collect information about others, including e-mail addresses.
- Violate any applicable laws or regulations.
- Create a false identity for the purpose of misleading others.
- Use, download, or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the Knowledge Base Web Sites or other user or usage information or any portion thereof.
APQC has no obligation to monitor the Communication Services. However, APQC reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. APQC reserves the right to terminate your access to any or all of the Communication Services at any time, without notice, for any reason whatsoever.
APQC reserves the right at all times to disclose any information as APQC deems necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to edit, refuse to post, or to remove any information or materials, in whole or in part, in APQC’s sole discretion.
Always use caution when giving out any personally identifiable information about yourself or others in any Communication Service. APQC does not control or endorse the content, messages, or information found in any user Communication Services and, therefore, APQC specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts may not be authorized APQC spokespersons, and their views do not necessarily reflect those of APQC.
Materials uploaded to a Communication Service may be subject to posted limitations on usage, size, reproduction, and/or dissemination. You are responsible for adhering to such limitations if you download the materials.
MATERIALS PROVIDED TO APQC OR POSTED AT ANY KNOWLEDGE BASE WEB SITE
APQC does not claim ownership of the materials you provide to APQC (including feedback and suggestions) or post, upload, input, or submit to any Knowledge Base Web Site or its associated services for review by the general public, or by the members of any public or private community, (each a “Submission” and collectively “Submissions”). However, by posting, uploading, inputting, providing, or submitting (“Posting”) your Submission you are granting APQC permission to use your Submission in connection with the operation of its Internet businesses (including, without limitation, all Knowledge Base Web Sites), including, without limitation, the license rights to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat your Submission; to publish your name in connection with your Submission; and to sublicense such rights to any supplier of a Knowledge Base Web Site.
No compensation will be paid with respect to the use of your Submission, as provided herein. APQC is under no obligation to post or use any Submission you may provide, and APQC may remove any Submission at any time in its sole discretion.
SOFTWARE AND CONTENT AVAILABLE THROUGH THE KNOWLEDGE BASE WEB SITES
All content and software (if any) that is made available to view and/or download in connection with the Knowledge Base Web Sites, excluding content and/or software that may be made available by end-users through a Communication Service, (“Software”) is owned by and is the copyrighted work of APQC and/or its suppliers and is protected by copyright laws and international treaty provisions. Your use of the Software and the Knowledge Base Web Site is governed by the terms of the end user license agreement, APQC’s Benchmarking Code of Conduct, your organization’s membership agreement with APQC, and, if any, the terms that accompany or are included with the Software (“License Agreement”). You may not install or use any Software that is accompanied by or includes a License Agreement unless you first agree to the License Agreement terms.
THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE KNOWLEDGE BASE WEB SITES MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE KNOWLEDGE BASE WEB SITES AND TO THE INFORMATION THEREIN. APQC AND/OR ITS RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE KNOWLEDGE BASE WEB SITES AT ANY TIME. ADVICE RECEIVED VIA THE KNOWLEDGE BASE WEB SITES SHOULD NOT BE RELIED UPON FOR PERSONAL, MEDICAL, LEGAL, OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.
APQC AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, LACK OF VIRUSES OR OTHER HARMFUL COMPONENTS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS CONTAINED WITHIN THE KNOWLEDGE BASE WEB SITES FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. APQC AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, TITLE, AND NON-INFRINGEMENT.
YOU SPECIFICALLY AGREE THAT APQC SHALL NOT BE RESPONSIBLE FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, OR ANY TRANSACTIONS ENTERED INTO THROUGH A KNOWLEDGE BASE WEB SITE. YOU SPECIFICALLY AGREE THAT APQC IS NOT RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE, OR ILLEGAL CONTENT OR CONDUCT OF ANY OTHER PARTY OR ANY INFRINGEMENT OF ANOTHER’S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS. YOU SPECIFICALLY AGREE THAT APQC IS NOT RESPONSIBLE FOR ANY CONTENT SENT USING AND/OR INCLUDED IN A KNOWLEDGE BASE WEB SITE BY ANY THIRD PARTY.
STORAGE SPACE AND OTHER LIMITATIONS
You agree that APQC may establish limits concerning use of any Service offered on a Knowledge Base Web Site, including without limitation the maximum number of days that messages will be retained by any KB Web Site, the maximum number of messages that may be sent from or received by an account, the maximum size of a message that may be sent from or received by an account, the maximum disk space that will be allotted on APQC’s servers for any page, or service on the Knowledge Base Web Site, and the maximum number of times and duration you may access any Knowledge Base Web Site in a given period of time.
You agree that APQC has no responsibility or liability for the deletion, corruption, or failure to store any messages or other content maintained or transmitted by any Knowledge Base Web Site. You acknowledge that APQC reserves the right to log off accounts that are inactive for an extended period of time.
APQC MAKES NO WARRANTY THAT ANY KNOWLEDGE BASE WEB SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.
APQC reserves the right, in its sole discretion, to terminate your access to any or all Knowledge Base Web Sites and the related services or any portion thereof at any time, without notice.
APQC may also terminate or suspend your access to the Knowledge Base Web Site(s) for inactivity, which is defined as failing to log into a particular service for an extended period of time, as determined by APQC. The amount of time that APQC currently considers as an “extended” period of time may be viewed in the FAQ relating to the particular service. Upon termination of the Knowledge Base Web Site, your right to use the Knowledge Base Web Site immediately ceases.
APQC shall have no obligation to maintain any content or to forward any unread or unsent messages to you or any third party.
NO SPAM; DAMAGES
APQC may immediately terminate any account that it believes, in its sole discretion, is transmitting or is otherwise connected with any spam or other unsolicited e-mail or communication, whether those e-mail or communications be transmitted in bulk or not. In addition, because damages are often difficult to quantify, if actual damages cannot be reasonably calculated then you agree to pay APQC liquidated damages of $5 for each piece of spam or unsolicited bulk e-mail transmitted from or otherwise connected with your account; otherwise you agree to pay APQC’s actual damages, to the extent such actual damages can be reasonably calculated.
This agreement is governed by the laws of the State of Texas, U.S.A. You hereby irrevocably consent to the exclusive jurisdiction and venue of courts in Harris County, Texas, U.S.A. in all disputes arising out of or relating to the use of the Knowledge Base Web Sites. You agree that no joint venture, partnership, employment, or agency relationship exists between you and APQC as a result of this agreement or use of the Knowledge Base Web Sites. You agree to indemnify and hold APQC, its parents, subsidiaries, affiliates, officers, and employees, harmless from any claim, demand, or damage, including reasonable attorneys’ fees, asserted by any third party due to or arising out of your use of or conduct on the Knowledge Base Web Sites. APQC reserves the right to disclose any personal information about you or your use of the Knowledge Base Web Sites, including its contents, without your prior permission if APQC has a good faith belief that such action is necessary to: (1) conform to legal requirements or comply with legal process, (2) protect and defend the rights or property of APQC or its affiliated companies, (3) enforce the terms or use, or (4) act to protect the interests of its members or others. APQC’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of APQC’s right to comply with governmental, court, and law enforcement requests or requirements relating to your use of the KNOWLEDGE BASE WEB SITES or information provided to or gathered by APQC with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect. Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and APQC with respect to the Knowledge Base Web Sites and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the user and APQC with respect to the Knowledge Base Web Sites. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
COPYRIGHT AND TRADEMARK NOTICES:
All contents of the KNOWLEDGE BASE WEB SITES are: Copyright (c) 1994, 1995, 1996, 1997, 1998, 1999, 2000, 2001, 2002, 2003, 2004, 2005, 2006, 2007, 2008, 2009, 2010 APQC and/or its suppliers, 123 North Post Oak Lane, Houston, Texas 77024 U.S.A. All rights reserved.
TRADEMARKS. APQC, APQC’s Knowledge Base, KB, APQC’s Knowledge Sharing Network, KSN, and/or other APQC products and services referenced herein may also be either trademarks or registered trademarks of APQC. The names of actual companies and products mentioned herein may be the trademarks of their respective owners.
Any rights not expressly granted herein are reserved.
NOTICES AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT
Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to APQC, 123 North Post Oak Lane, Houston, Texas 77024, Attention: Director of Membership. ALL INQUIRIES NOT RELEVANT TO THE COPYRIGHT PROCEDURE WILL RECEIVE NO RESPONSE.
The Copyright law of the United States restricts the copying, including photocopying, of copyrighted materials, which include most books, magazines, newspapers, newsletters, other periodicals, and training materials, in either hard copy or electronic versions.
REPRODUCTION OF COPYRIGHTED WORKS WITHOUT THE PERMISSION OF THE COPYRIGHT HOLDER IS GENERALLY PROHIBITED BY FEDERAL LAW. VIOLATIONS CAN RESULT IN CIVIL LIABILITY, INCLUDING ACTUAL DAMAGES, ATTORNEYS FEES, AND/OR STATUTORY DAMAGES, OF UP TO $100,000 PER INCIDENT, AND/OR CRIMINAL PENALTIES.
Full text of the law and its legislative history, plus subsequent analysis and commentary, are available at the U.S. Copyright Office Web site (http://lcweb.loc.gov/copyright/).
APQC takes its obligations under the copyright law very seriously. It is the policy of APQC to not knowingly infringe the copyright of another, and to otherwise abide by all aspects of the law. Accordingly, all APQC users of copy machines and computers are encouraged to honor this policy. APQC strongly recommends users of the Knowledge Base Web Sites follow similar provisions.
APQC holds a Photocopying License with the Copyright Clearance Center, which in the U.S. permits the photocopying of certain (not all) periodicals, only for internal distribution or distribution on a spontaneous non-systematic basis to clients and potential clients. The license permits copying of articles or portions of articles from the covered periodicals, but not the entire periodical. APQC will not knowingly photocopy or distribute content or information in violation of any copyright laws or guidelines. If any party makes APQC aware of an instance of copyright infringement, APQC will do everything reasonably possible to respond to these concerns when necessary. While APQC is not responsible for the copyright infringements of the users of the Knowledge Base Web Site, it will police any uploaded content as best it can and remove any content it discovers is infringing on another party’s copyright should that infringement be brought to its attention.
NOTE: Be advised that certain commercial organizations have negotiated and paid for the right to have a superseding agreement with APQC regarding use of the KB Web Sites by their employees or special population. If your organization has signed such an agreement with APQC, then some terms and conditions in this document may be superseded by that agreement. Be further advised that APQC considers it to be your responsibility to determine whether and the extent to which your employer has such a superseding agreement.