Terms of Use

Post Date: 03/29/2019
Effective Date: 03/29/2019


This Terms of Use agreement (“Terms of Use”) applies to your (“You” or “Your” either an individual or a legal entity) use of and access to any of Florida Bankers Association (“FBA”) Internet properties including, without limitation, http://www.floridabankers.com, mobile websites, microsites, FBA profiles on social media Sites, and any other digital services or properties operated or used by the FBA from time to time (collectively referred to as the “Sites”).  By accessing or using any of the Sites, You agree to comply with and be bound by these Terms of Use. Please read these Terms of Use carefully as well as the FBA’s Privacy Policy, which You may read here. If You do not agree to the Terms of Use and the Privacy Policy, please do not use or access the Sites.

  1. License Grant. The FBA grants You a personal, revocable, limited, non-exclusive, non-transferable license to access and use the Sites, provided that You accept and comply with, these Terms of Use. You may use the Sites and the FBA Content (as defined in Section 9 below) for Your noncommercial, personal use and for no other purpose. The FBA reserves any rights not explicitly granted in these Terms of Use.
  2. License Restrictions. Unless otherwise expressly stated in these Terms of Use, or unless You receive the FBA’s prior written consent, You may not modify, translate, create derivative works of, copy, distribute, market, display, remove or alter any proprietary notices or labels from, lease, sell, sublicense, clone, transfer, decompile, reverse engineer, or incorporate into any information retrieval system (electronic or mechanical), the Sites, any FBA Content (as defined below, Section 3), or any portion thereof.

    Please do not access or use the Sites for any of the following:

    (i) any unauthorized or illegal purpose or activity including, but not limited to, any activity to obtain or attempt to obtain unauthorized access to the Sites, including FBA Content;

    (ii) interfere with the proper working of the Sites including, but not limited to, the transmission of any virus, worm, trap door, back door, timer, clock, Trojan horse, denial of service attack, or other limiting routine, instruction or design; or

    (iii) interfere with any other person’s use and enjoyment of the Sites.

    If you are unable to comply with these restrictions, we may restrict your use of the Sites, such as by suspending or terminating your ability to access all or part of the Sites.

  3. Proprietary Rights. The content of the Sites (“FBA Content”) includes the following:

    (i) FBA’s trademarks, service marks, logos, brands, and brand names, trade dress, and trade names and other distinctive identification (collectively “FBA Marks”);

    (ii) information, data, materials, interfaces, computer code, databases, products, services, software applications and tools, text, images, photographs, audio and video material, including podcasts, and artwork; and

    (iii) the design, structure, selection, compilation, assembly, coordination, expression, functionalities, applications, look and feel, and arrangement of any content contained in or available through the Sites.

    FBA Content is the property of the FBA and/or its licensors, sponsors, partners, advertisers, content providers, or other third parties.  FBA Content is protected by, without limitation, copyright, trade secret, patent, and trademark law, as well as other state and federal laws and regulations.  The reproduction, transmission, distribution, sale, publication, broadcast, circulation or dissemination of any FBA Content by You, or by You through any other person or entity, is prohibited unless You obtain the express written consent of the FBA or the owner of such content if the FBA is not the owner. Any use of the FBA Marks without FBA’s express written consent is strictly prohibited. You may not alter, delete, obscure, or conceal any copyright, trademark, or other notices appearing in the FBA Content, including any such notices appearing on any FBA Content You are permitted to download, transmit, display, print, or reproduce from the Sites.

  4. Sharing of Content. You may download, copy, or otherwise use FBA Content and other downloadable items displayed on the Sites (“Downloadable Content”), but we ask You to limit Your use of Downloadable Content to noncommercial, personal uses.If You download, copy, or otherwise use Downloadable Content, we need You to maintain all copyright, trademark, and/or other notices contained therein. Copying or storing of any FBA Content for other than personal use is expressly prohibited without prior written permission from the FBA or the owner of the Downloadable Content if not owned by the FBA. We may require You to stop using Download Content should Your use violate the FBA’s policies, rights, or cause interruption or deterioration of FBA Content.
  5. Links to Third Party Websites. For your convenience, the Sites may provide links (including any link through an on-line banner advertisement) to third-party sites on the Internet for. Please note that third-party sites are maintained not maintained by the FBA, and thus we have no control over such sites. If You decide to access any of the third-party site via a link on the Sites, You do so entirely at Your own risk.Also, please note that the appearance of a link to a third-party site is not necessarily intended as endorsement of any particular company or product.
  6. Links to Websites, Content, Sharing of Content. The FBA grants You a limited, non-exclusive right to create a hyperlink to any portion of Sites for non-commercial purposes.If You do create a hyperlink to any portion of the Sites, we request that You ensure such link does not portray the FBA, including any FBA party, or any FBA Content in a false, misleading, derogatory or otherwise defamatory manner, and provided further that the linking site does not contain any adult material or any material that is offensive, harassing or otherwise objectionable. If you are unable to comply with the limitations in this section, we may require You to disable or remove any hyperlink from a third-party website that violates the FBA’s policies, rights, or causes interruption or deterioration of FBA Content.
  7. User Obligations. By accessing and using the Sites, You agree that You will do in a legal and respectful manner. We ask that You, at all times, provide true, accurate, current, authorized, and complete information when submitting information or materials on the Sites, including, without limitation, information required to be provided through an FBA Website registration form. If You submit any false, inaccurate, untrue, unauthorized, or incomplete information, we may restrict, suspend, or terminate Your access and use of the Sites. Please do not impersonate any other person or entity, whether actual or fictitious, when using the Sites, or defame or otherwise harm any party through Your use of the Sites.

    When using our Sites, we also need you to avoid violating any applicable local, state, or federal law or regulation.  As non-limiting examples, please avoid violating any regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, (e.g., New York Stock Exchange, the American Stock Exchange, or the NASDAQ), or any other regulations having the force of law.  Additionally, we ask that your refrain from using our Sites to upload, download, post, email, transmit, or otherwise make available any content, including through any attachment(s) thereto:

    (a) that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable;

    (b) that You do not have a right to make available under any law or under contractual or fiduciary relationships (e.g., inside information, proprietary and confidential information learned or disclosed as part of employment relationships, or information made available to You under a nondisclosure agreement);

    (c) that infringes a patent, trademark, trade secret, copyright, or other proprietary rights of someone else;

    (d) that is unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation; and

    (e) that contains software viruses or other malicious computer code, files, or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.

  8. Responsibility for Use of the Internet and Websites. While we endeavor to provide You with a safe and secure experience when using our Sites, we cannot completely guarantee the safety, accuracy, and security of information on the Sites, including FBA Content.Please note that use of the Sites is solely at Your risk and is subject to, without limitation, all applicable local, state, and federal laws and regulations. We will also try to correct or update the Sites and/or FBA Content as we are able, but we cannot be held liable for omissions, typographical errors, or out-of-date information which may appear on the Sites.
  9. Personal Login Information. Certain features and areas of the Sites may require registration, a login, and/or a paid subscription. If You are required to register an account, You may need to select a unique login and password (“Personal Login Information”). Your Personal Login Information is personal to You. Because the FBA is not liable for any harm caused by or related to the theft, misappropriation, disclosure, or unauthorized use of Your Personal Login Information, please keep Your Personal Login Information confidential and take appropriate measures to maintain the confidentiality of Your Personal Login Information.Examples of such measures include logging off and closing the Internet browser with which You accessed the Sites, especially when You are connected to the Internet through an unsecured network or when using a public computer.Please do not allow a third party to use it under any circumstances. Please contact us immediately if You become aware of, or if believe there is or may have been, any unauthorized use of Your Personal Login Information, or otherwise wish to deactivate Your Personal Login Information due to security concerns.
  10. User-Generated Content. Certain pages on our Sites may include discussion boards, blogs, and/or other services that allow You and other users of the Sites to provide feedback, views, comments, or the like by posting, uploading, transmitting, or otherwise providing text, documents, comments, pictures, trackback URLs, or videos (“User Content”). By contributing User Content to any of the Sites or FBA social media profile, please know that this information is available to the public.In exchange for the ability to contribute User Content to the Sites, we require that you grant the FBA a nonexclusive license to display, reproduce, transmit, and/or modify such User Content.Please note that in some situations we may use Your User Content for internal and external marketing purposes. However, please note that the FBA does not approve, endorse, or adopt any User Content, and the FBA assumes no liability for any User Content contributed to the Sites.Because we cannot verify the accuracy or correctness of all User Content, please exercise caution when reading User Content, as You do so at Your own risk. The FBA does not recommend relying on the information or advice in any User Content.

    If you chose to contribute User Content to the Sites, we require that You agree to indemnify the FBA against all claims and liabilities resulting from User Content. Users who do not wish to have information they have made available via these Sites used, published, copied and/or reprinted, should not post on the social media profiles. Please note that other participants may use User Content available on the Sites in a way that is beyond the control of the FBA.  Because You are solely responsible for the User Content You submit, please contact via one of the means identified in Section 12 below if You believe any User Content infringes on Your proprietary rights.  .

    The FBA retains the right to remove any User Content for any reason, including but not limited to, User Content that we deem threatening, demeaning, profane, obscene, a violation of intellectual property rights or privacy laws, off-topic, commercial or promotion of organizations or programs, or otherwise injurious or illegal. If you cannot comply with the provisions of this Section, we may need to ban or block You from contributing User Content to the Sites. 

    Please note that the FBA may also disclose User Content You have contributed to the Sites if we are required to do so by law or based on a good faith belief that such disclosure is reasonably necessary in our opinion to:

    (a) comply with legal process;

    (b) enforce the Terms of Use;

    (c) respond to claims that any User Content violates a rights of a third party;

    (d) respond to Your requests for customer service; or

    (e) protect the rights, property, or personal safety of You, other users of the Sites, and/or the public.

  11. Social Media Sites. The FBA provides opportunities for user interaction within its Sites and via social media profiles on sites such as Facebook, Twitter, LinkedIn, and various blogging sites. On those social media profiles, content and/or links to other Internet websites should not be construed as an endorsement of the organizations, entities, views or content contained therein. The FBA is not responsible for content or links posted by others on social media websites.The FBA encourages you to read the terms or conditions of use and privacy policy of any social media site before accessing, using, and/or posting personal information or other User Content to such social media site.Please do not post any User Content to such social media profiles if You do not wish to have such User Content made publicly available, used, published, copied, and/or reprinted on social media sites.If we notice a pattern of inappropriate postings on FBA social media profiles, we may prevent You – with or without notice – from making future posts on such social media profiles, or from contributing User Content to the Sites.
  12. Digital Millennium Copyright Act (“DMCA”) Notice. The FBA is committed to complying with intellectual property laws, and requires all users of the Sites and Services to comply with these laws. Accordingly, You may not store any material or content, or use or disseminate any material or content, though the Sites in a manner that constitutes an infringement of a third party’s intellectual property rights, including rights granted by copyright law.

    You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. Upon receipt of proper notification to the FBA by a copyright owner or the copyright owner’s legal agent, the FBA may restrict access and/or terminate use privileges of any user who repeatedly infringes the copyright rights of others

    If You believe that work has been copied on the Sites in a way that constitutes copyright infringement, or that information on the Sites, including FBA Content, otherwise infringes an intellectual property right, please contact the FBA through one of the following means:

    By mail:  The Florida Bankers Association

                      Attn: Legal Department

                      1001 Thomasville Road, Suite 201

                      Tallahassee, FL  32303

     

    By email: info@floridabankers.com (please include “Attention: Legal Department” in the Subject Line)

    When contacting the FBA regarding a claim of copyrights or other intellectual property right infringement, please provide the following:

    (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;

    (b) a description of the copyrighted work or other intellectual property that You claim has been infringed;

    (c) a description of where the material that You claim is infringing is located on the site;

    (d) Your address, telephone number, and email address;

    (e) a statement by You that You have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

    (f) a statement by You, made under penalty of perjury, that the above information in Your notice is accurate and that You are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

  13. No Legal Advice and Disclaimer as to Accuracy of Information. The information on the Sites, including FBA Content, is for informational purposes only, and is not legal advice or a substitute for legal counsel.Please note that in some circumstances the information contained in the Sites, including FBA Content, may not reflect the most current legal or regulatory developments.Accordingly, the FBA does not promise or guarantee that any information on the Sites is correct or complete, and You should not rely upon any such information as being correct or complete. As legal advice must be tailored to the specific circumstances of each case, please do not rely on any information provided on the Sites, including FBA Content, as a substitute for advice of competent counsel. The materials on the Sites and FBA Content do not constitute legal advice and do not necessarily reflect the opinions of the FBA.
  14. Third Party Information. The Sites may feature materials, information, products, and services provided by third parties. Any such information, including but not limited to articles, press clippings, opinions, advice, statements, services, offers, or other information made available by third parties, such as content providers and other users of the Sites, are those of the respective third party and not of the FBA or its affiliates. The FBA makes no representation with respect to, nor does it guarantee or endorse, the quality, non-infringement, accuracy, completeness, timeliness, or reliability of such third party materials, information, services or products.
  15. Advertisers. The Sites may contain advertisements. The inclusion of advertisements on the Sites does not imply endorsement of the advertised products or services. The FBA shall not be responsible for any loss or damage of any kind incurred as a result of the presence of such advertisements on the Sites. Further, the FBA shall not be responsible or liable for the statements or conduct of any third-party advertisers appearing on the Sites. Please exercise caution when viewing third-party advertisements, as You will be solely responsible for any correspondence or transactions You have with third-party advertisers.
  16. Click-Through Agreements. Before using certain areas of the Sites, You may be asked to indicate Your acceptance of additional special terms and conditions by clicking a button marked “I Accept”, “I Agree”, “Okay”, “I Consent”, or other words or actions that similarly acknowledge Your consent or acceptance of a Click-Through Agreement. To the extent there is a conflict between these Terms of Use and any Click-Through Agreement for the activity in which You choose to participate, the Click-Through Agreement will govern.
  17. Use of the Sites and Content outside of the United States. The FBA makes no claims regarding access or use of the Sites or the FBA Content outside of the United States. If You use or access the Sites or the FBA Content outside of the United States, You do so at Your own risk and are responsible for compliance with the laws and regulations of Your jurisdiction as well as these Terms of Use.If you are not willing to abide by the laws and regulations of the United States, or are not willing to sacrifice protections afforded under the laws and regulations of your home country, please do not use our Sites.
  18. Revisions to Terms of Use. The FBA reserves the right to revise these Terms of Use at any time in its sole discretion by posting revised Terms of Use to the Sites. Because Your use of the Sites signifies Your acceptance of all the terms and conditions contained within the Terms of Use posted at the time of Your use, we ask that you please review regularly the Terms of Use posted to the Sites.
  19. Applicable Law. These Terms of Use and all matters regarding Your use of the Sites shall be governed by, construed in accordance with, and enforced under the laws of the State of Florida, without regard to choice of law principles. You agree that any action at law or in equity arising out of or relating to these Terms of Use shall be filed only in the state and federal courts located in Leon County, Florida.You hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action, or proceeding arising out of these Terms of Use.
  20. Indemnification. To the fullest extent permitted by law, You shall defend, indemnify, and hold harmless the FBA Parties from and against all claims arising from or in any way related to Your use of the Sites and/or FBA Content, a violation by You of these Terms of Use, or any other actions connected with Your use of the Sites and/or FBA Content, including any liability or expense, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees. The FBA will provide prompt written notice of any such claims, but failure to provide such notice will not release You from any of Your obligations pursuant to this Section, except to the extent that You are actually prejudiced by such failure, and will not relieve You from any other liability that You may have to the FBA Parties other than under this Section.
  21. Disclaimer.THE SITES AND THE MATERIALS CONTAINED THEREIN, INCLUDING FBA CONTENT, ARE PROVIDED ON AN "AS IS" OR “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE FBA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE FBA DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THIS SITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE. THE FBA DOES NOT REPRESENT OR WARRANT THAT THIS SITE OR ITS SERVER(S) ARE FREE OF VIRUSES WORMS, “TROJAN HORSES,” OR OTHER MALICIOUS SOFTWARE. THE FBA DOES NOT MAKE ANY WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SITES AND/OR SERVICES, OR ENDORSE, RECOMMEND, OR MAKE ANY WARRANTIES AS TO THE ACCURACY, RELIABILITY OF ANY CONTENT, INFORMATION, MATERIALS, USER CONTENT, FEATURES, SERVICES, PRODUCTS, OR STATEMENTS AVAILABLE ON OR THROUGH THE SITES OR THROUGH LINKS ON THE SITES AND/OR SERVICES. THE USE OF THE SITES IS ENTIRELY AT YOUR OWN RISK.

    The FBA provides the Sites as a benefit and service. The FBA does not certify or guarantee the accuracy, completeness, efficacy, or timeliness of information contained herein. The FBA does not control content or materials posted by third parties onto this Site. The FBA expressly disclaims liability for damages of any kind claimed by any person or organization arising, directly or indirectly, from the use of, or reliance upon, any information on this site, linked sites or third-party postings. The Sites include links to other Internet sites. These third-party sites are independent from the FBA and the FBA does not certify or control these sites and cannot guarantee the accuracy, completeness, efficacy or timeliness of information contained therein. Reference on the Sites or on any external linked site to any specific commercial product, process or service does not constitute or imply recommendation by the FBA. Users are solely responsible for product and service selections and vendors are solely responsible for the quality and value of their products and services, delivery, billing, warranty and service. The FBA expressly disclaims responsibility for damages of any kind claimed by any person or organization arising, directly or indirectly, from use, reference to or reliance upon any such product, process or service.

  22. Limitation of Liability.TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE FBA (including the FBA’s affiliates, subsidiaries, employees, officers, members, or trustees) nor any of the FBA’s agents, representatives, suppliers, advertisers, contractors, promotional partners, or licensors (collectively, “FBA Parties”) BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY AND WHETHER OR NOT THE FBA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR RELATING TO (A) THE USE OR INABILITY TO USE THE SITES; (B) ANY CONTENT OR PRODUCTS AVAILABLE OR SOLD ON OR THROUGH THE SITES; OR (C) ANY THIRD-PARTY CONTENT OR MATERIALS (INCLUDING USER CONTENT) OR THE DEFAMATORY, INFRINGING, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. WHILE CERTAIN JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SUCH LIMITATION MAY NOT APPLY TO YOU.IN ANY CASE, THE ENTIRE LIABILITY OF THE FBA, AND ITS DIRECTORS, OFFICERS, EMPLOYEES, VOLUNTEERS, AND AGENTS, UNDER THE TERMS OF USE FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) IS LIMITED TO THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESS TO THE SITES AND/OR SERVICES.

    In the event You are dissatisfied with, or dispute, these Terms of Use, the Sites, and/or the FBA Content, please terminate Your use of the Sites, as the FBA has no other obligation, liability, or responsibility to You.

  23. Term and Termination. These Terms of Use will take effect at the time You begin using the Sites. The FBA reserves the right, with or without notice, at any time and for any reason to deny You access to the Sites or to any portion thereof, and to terminate these Terms of Use. These Terms of Use, and the licenses and rights granted to you, will terminate automatically if You fail to comply with the terms set forth herein. You may terminate these Terms of Use at any time by ceasing to use the Sites, but all applicable provisions of these Terms of Use will survive such termination. Upon termination, please destroy all copies of any portion of the Sites, including any FBA Content, in Your possession.
  24. Waiver. The failure of the FBA to exercise or enforce any right or provision in these Terms of Use shall not constitute a waiver of such right or provision.
  25. Severability.If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be enforced to the fullest extent of the law, and all other provisions shall remain in full force and effect.
  26. Complete Agreement. These Terms of Use, together with any revision(s) and any Click-through Agreement, constitutes the entire agreement between You and the relating to the Sites and its use by You, and supersedes any previous written or oral communication regarding use of the Sites.
  27. Contact Information. If You have any questions or concerns regarding these Terms of Use or the Sites, please email at us at info@floridabankers.com.