INTRODUCTION

Welcome to the Center for Management Terms & Practices, a service of CMTP, LLC, a Wisconsin Limited Liability Company.

​The Center for Management Terms & Practices (the “Center”) is a professional organization that develops standards for general management. The Center’s training resources and tools, including The Index of Management Terms & Practices and the general manager’s Toolkit, help users meet common and complex management challenges. The Center also provides opportunities for users to share and discuss their experiences. Comprehensively, the Center’s services include its Events and Content, as defined in sections 2.5 and 3.1 (the foregoing, singly or collectively, the “Services”). The Services are intended to be used for management support and training purposes.

​The following Terms of Use (the “Agreement”) constitutes a binding agreement between you and the Center. This Agreement sets forth the terms that govern your use of the Center’s Services. You agree to be bound by the terms of this Agreement.

Notice of privacy policy. The Center utilizes a third-party website for the delivery of some of the Services. The website’s privacy policy discusses how your personal information may be collected, processed, and disclosed through your use of the Services. Please read that policy carefully.

1 MODIFICATION OF AGREEMENT

1.1 The Center reserves the right, at its sole discretion, to modify this Agreement at any time and without prior notice. ​If the Center modifies this Agreement, either a notification of the modification will be posted to the Center’s website, or the Center will otherwise provide you with notice of the change. ​By continuing to access or use the Services, you indicate that you agree to be bound by any modified Agreement.

2 ELIGIBILITY

​2.1 Age. The Services are intended solely for persons who are at least 18 years old. You represent and warrant that you are at least 18 years old. If you are not 18 or older, you may not use the Services

2.2 Mission and code of ethics. The Center’s mission and code of ethics is described on its website. You agree to abide by the Center’s code of ethics. www.theindex.net.

2.3 Use of the Services. The Services are intended to create and promote an evolving management support framework. You represent and warrant that your use of the Services does not violate this Agreement, any other agreement or policy associated with your use of the Services, or any applicable law.

2.4 Registration information. In registering for the Services, you may not provide information that you have no right to use, including but not limited to user ID, name, and billing information. You represent and warrant that all registration information is truthful and accurate and that you have not previously been asked to discontinue your use of the Services or have had an account with us that has been disabled due to violation of this Agreement or any other agreement or policy associated with your use of the Services. You further agree that you will continuously maintain your information’s accuracy and the confidentiality of your account information. ​In the event that you suspect any unauthorized use of your account or unauthorized use of the Services, you agree to notify the Center in writing through email, as provided in section 12 or, if applicable, though the Center’s website contact support functions.

​2.2.1. Individual subscribers. Individual subscribers permit only the registered individual to use the Services, including the tools. You may not transfer your access to others or allow others to access the Services through your own access.

2.2.2. Group subscribers. You represent and warrant that you have the capacity to enter into this Agreement on behalf of the entity, or an authorized representative of the entity has agreed to bind the entity to this Agreement. You further agree that group use of the Services will be in accordance with the registration or subscription plan’s specified number of individuals and not used for unauthorized individuals or entities not covered by your registration or subscription plan.

2.5 Events. You acknowledge that in addition to this Agreement, you may also be required to agree and comply with additional or more specific restrictions, obligations, or standards in order to attend conferences, workshops, training sessions, and socials, (all of the foregoing, singly or collectively, “Events”).

3. RIGHTS TO CONTENT

3.1 Intellectual property. ​The materials and content made available to you through the use of the Services, including but not limited to documents, articles, newsletters, compilations, manuals, templates, tools, blogs or other discussion fora, comments, postings, images, marks, logos, photos, illustrations, recordings, presentations, videos, audio-videos, and other text, graphics, and associated themes, (all of the foregoing, singly or collectively, “Content”), are protected by copyright and/or other intellectual property law. You acknowledge that the Content, other than User Content and Third-Party Content and Services as defined in sections 3.2 and 3.3, but including material you to which you might have contributed, is the exclusive property of the Center.

3.2 User Content. ​In connection with your use of the Services, the Center, at its discretion, may permit you to post, upload, publish, submit, transmit, communicate, or otherwise share suggestions, improvements, comments, feedback, or other Content (all of the foregoing, singly or collectively “User Content”). When you submit any User Content through the Services, you agree to grant rights to the Center to use such User Content as outlined below.

3.2.1 The license you grant to the Center. ​By submitting User Content through the Services, you license to the Center the right to use User Content, including the rights to view, access, copy, adapt, add to, delete from, modify, rebrand, customize, prepare derivative works based upon, distribute, license, sublicense, sell, transfer, publicly display, transmit, stream, broadcast, and otherwise share or exploit such User Content, in any media, for any business purpose which the Center may determine in its sole discretion. You further agree that the license you grant to the Center to use User Content is non-exclusive (meaning you are free to sell or share the User Content you own to anyone else), fully-paid and royalty-free (meaning that the Center is not required to pay or otherwise provide credit to you or to anyone else deriving rights from User Content for the use of such content), transferable (meaning that the Center may transfer the rights you grant to its partners, contractors, affiliates, members, or others), irrevocable and perpetual (meaning that the license you grant to the Center is permanent and continues indefinitely), and worldwide (meaning that the rights you grant to the Center are global in reach). By submitting User Content, you understand that any rights you previously had or seek to assert in User Content are subject to the license herein. Accordingly, you have no rights in the resulting materials or Content that the Center may produce using User Content, other than the rights you retain under the terms of the license herein.

3.2.2 Your responsibility in providing User Content. You are solely responsible for the User Content you provide to the Center. ​Accordingly, you represent and warrant that you have all rights, licenses, consents, and/or releases that are necessary to grant to the Center the license described herein. You further represent and warrant that the submission of User Content does not violate any privacy rights, publicity rights, trademarks, copyrights, contract rights or any other rights of any person or entity, and you agree to pay all royalties, fees, and any other monies or damages owed to any person or entity due to the use of any User Content submitted by you in connection with the Services.

​3.3 Third-Party Content and Services. In using the Services, you will encounter or have access to third-party content, including but not limited to the website the Center uses to make the Services available to you and other third-party websites, information, databases, networks, servers, software, programs, systems, directories, applications, services, and products (all of the foregoing, singly or collectively, “Third-party Content and Services”). You acknowledge that your use of Third-Party Content and Services is subject to the respective agreements of such third-parties and applicable law.

3.4 Users’ rights to Content. ​Provided that you comply with this Agreement, the Center agrees to grant you a limited license to use the Content as accessible to you through your validly obtained registration or subscription plan, (“Permitted Content”). The license the Center grants to you to use Permitted Content shall be non-exclusive (meaning that the Center sells or shares Permitted Content with others), non-transferable (meaning that you may not, in any way, transfer your right to use Permitted Content to others who are not authorized under your registration or subscription plan), and revocable (meaning that the Center may revoke your access to and use of Permitted Content due to violation of this Agreement or any other agreement or policy associated with your use of the Services). No licenses or rights to the Services, including rights to User Content and Third-Party Content and Services, are granted to you by implication or otherwise, except as granted by this Agreement or as authorized by the Center’s express, written permission or applicable law.

4. ACCEPTABLE USES

You further acknowledge and agree to abide by the following obligations and restrictions:

​4.1 You may not use the Services for any commercial purpose or to create competing or derivative works.

4.2 You may not use the Services to solicit personal information from others or to promote commercial offers of any material or service.

4.3 You may not use the Services to infringe upon or violate the intellectual property rights of any person or entity.

4.4 You may not use the Services in any manner that is harmful, fraudulent, deceptive, threatening, harassing, violent, defamatory, obscene, or otherwise objectionable, including but not limited to the following examples of prohibited conduct:

4.4.1 Conduct that constitutes or promotes illegal activities or behavior

4.4.2 Conduct that is patently offensive or promotes bigotry or hatred of any kind against any group or individual

4.4.3 Conduct that constitutes or promotes violence, harassment or intimidation of others

4.4.4 Conduct that is sexually inappropriate or suggestive

4.4.5 Conduct that poses or creates a privacy, security, or physical risk of harm to any person or entity

4.4.6 Conduct which advances information you know is false or misleading

4.4.7 Conduct that the Center, in its sole discretion, determines is antithetical or undermining to the Center’s purpose, mission, or code of ethics

5. ​​TERMINATION OF SERVICES

5.1 Violation of terms. The Center may immediately and without notice terminate your access to any or all of the Services if the Center, in its sole discretion, determines that you have violated this Agreement; any other agreement or policy associated with your use of the Services; any applicable laws, regulations, or third party rights; or the Center believes that such action is needed to protect the safety or property of others.

5.1.1 Removal of User Content. Although User Content is not pre-screened, the Center reserves the right to reject, refuse to post, or remove User Content at any time, for any reason as the Center may determine in accordance with the terms of termination specified in section 5.1.

5.1.2 Terminated access to Events. The Center reserves the right to reject, refuse to admit, or dismiss you from Events at any time, for any reason as the Center may determine.

5.2 Survivorship of terms. Upon termination of your access to the Services, provisions in this Agreement that by their nature should survive the termination of this Agreement, shall survive termination, including but not limited to any obligation you have to pay or indemnify the Center; any limitations on the Center’s liability; all disclaimers and waivers; all terms regarding intellectual property rights, including but not limited to the license you grant to the Center to use User Content; and the terms regarding dispute resolution.

​6. PAYMENT

6.1 Payment and billing information. ​You represent and warrant that you are authorized to use the designated payment method and that you authorize the Center (or a third-party payment processor) to charge your payment method for the total amount of your purchase including any applicable taxes and other charges (“Order”). ​If the payment method cannot be verified, is invalid, or is otherwise not acceptable, your Order may be suspended or cancelled. To proceed with your Order, you must resolve any problem the Center (or a third-party payment processor) encounters. ​You understand and agree that your Order may auto-renew, and in such case, you authorize the Center to charge your payment method at the designated future date or timeframe. ​You acknowledge that the amount billed may vary due to promotional offers; changes in the Services; or changes in pricing, other charges, or applicable taxes, and you authorize the Center (or a third-party payment processor) to charge your payment method for the corresponding amount.

6.2 Pricing and availability. ​All prices are shown in U.S. dollars. Applicable taxes and other charges, if any, are additional. ​Prices may be adjusted at any time and for any reason (or no reason) and without providing you prior notice. ​The Services are subject to availability, and the Center reserves the right to cancel all or part of the Services and to discontinue making certain Services available without prior notice.

6.3 Returns and refunds for subscription plans. A subscription plan provides access to the Services for a 12-month period. Although the Center will not refund canceled subscriptions, you may choose to cancel your subscription at any time.​If the Center terminates your subscription due to its violation of this Agreement; any other agreement or policy associated with your use of the Services; or any applicable laws, regulations, or third-party rights, you will be refunded on a prorated basis, relative to the annual subscription term.

7. DISCLAIMERS AND WAIVERS

7.1 You understand that the failure of the Center to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision.

7.2 You understand that the Center has no control over the conduct of others who may gain rights to User Content in association with the Center’s rights to share User Content or who may obtain access to User Content without a valid right to use User Content. Accordingly, you agree to hold the Center harmless from any controversies, claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees arising from or in any way related to the use of User Content by others.

7.3 You acknowledge that the Center does not control third-parties with whom you may interact with while using the Services and is not responsible for their services, operation, or the content they may provide. The Center disclaims any and all responsibility or liability for any harm resulting from your use of Third-Party Content and Services and you hereby irrevocably waive any claim against the Center with respect to the content or operation of any such Third-Party Content and Services.

7.4 The Center further expressly disclaims, and you expressly release the Center from, any and all liability whatsoever for any controversies, claims, suits, injuries, losses, harms, or damages arising from or related to disputes, dealings, or interactions between you and any other users or third parties.

​8. WARRANTY

8.1 THE SERVICES ARE PROVIDED “AS IS,” AND ON AN “AS AVAILABLE” BASIS. THE CENTER MAKES NO GUARENTEES THAT THE SERVICES WILL ALWAYS BE SAFE, SECURE, OR ERROR-FREE, OR THAT THEY WILL FUNCTION WITHOUT DISRUPTIONS, DELAYS, OR IMPERFECTIONS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE CENTER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF ACCURACY, RELIABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY OTHER WARRANTY, CONDITION, GUARANTEE, OR REPRESENTATION, WHETHER ORAL, IN WRITING, OR IN ELECTRONIC FORM.

​9. LIMITATIONS ON LIABILITY

9.1 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL THE CENTER BE LIABLE TO YOU OR TO ANY OTHER PARTY FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, OR FOR (B) ANY MATTER BEYOND THE CENTER’S REASONABLE CONTROL. THE CENTER’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO THE CENTER FOR USING THE CENTER’S SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THE APPLICABLE CLAIM.

​10. INDEMNITY

10.1 You agree to indemnify, to hold harmless, and to defend the Center (and those who have lawful rights to use any or all of the Services) as it pertains to any and all claims, liabilities, damages, losses, expenses, and demands made by any third-party due to or arising out of (a) your use of the Services or (b) your violation of this Agreement or any agreement or policy associated with the terms under which you may use the Services.

​11. DISPUTE RESOLUTION

11.1 Disputes between users, third-parties, or others. You are solely responsible for your interactions with other users, third-parties, and any other parties with whom you interact while using the Services. The Center reserves the right, but has no obligation, to become involved in such disputes.

11.2 Binding Arbitration. This Agreement shall be governed by and construed in accordance with the laws of the State of Wisconsin, without regard to its conflict of law provisions. Any dispute arising with respect to this Agreement, its making or validity, its interpretation, or its breach shall be settled by arbitration in Madison, Wisconsin, by a single arbitrator mutually agreed to by the disputing parties pursuant to the then obtaining rules of the American Arbitration Association, but without any requirement that the parties utilize the arbitration services of the American Arbitration Association. Such arbitration shall be the sole and exclusive remedy for such disputes. Any award rendered shall be final and conclusive upon the parties, and a judgment may be entered in any court having jurisdiction. EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD-PARTY CLAIMS) ARISING OUT OF, UNDER, OR IN CONNECTION WITH THIS AGREEMENT. ​EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.

11.3 Conflicts with other agreements.

11.3.1 Entire Agreement. This Agreement supersedes all prior understandings, agreements, commitments, or negotiations, either oral or in writing, between the Center and users of the Services with respect to the terms governing the use of the Services.

11.3.2 Conflicting agreements. In the event of a conflict between this Agreement and any third-party agreement relating to the terms governing the use of the Services, this Agreement shall control.

11.4 Severability. This Agreement operates to the fullest extent permissible by law. If, for any reason, an arbitrator or a court of competent jurisdiction finds any provision of this Agreement invalid or unenforceable, that provision shall be enforced to the maximum extent permissible, and the other provisions of this Agreement shall remain in full force and effect.

​12. CONTACT THE CENTER

12.1 For questions or to report a concern, please contact:

Derrick Van Mell, Chief Executive Officer
The Center for Management Terms & Practices
PO Box 6554
Madison, WI 53716
[email protected]