If you live in the United States or Canada, by agreeing to these Terms you are agreeing to waive any and all jury trials and resolve any dispute with Wingspan through binding arbitration (see the Dispute Resolution section, below).
- Your Account
You may need to setup an account with Wingspan to enable yourself to receive our Services. You have responsibility for your Wingspan account, and you must ensure that all the information you provide Wingspan with is accurate, including your e-mail address. You should hold your username and password in strict confidence. If someone other than you obtains and uses your login credentials, Wingspan reserves the right to disable your account, without providing you a refund.
- Consulting Materials, Course Materials, and Limitation of Use
Any consulting, course, educational, or other materials received by you from Wingspan are the sole property of Wingspan. When you receive Wingspan’s Services, you are receiving a limited license from Wingspan to view its materials and utilize them as a part of consulting and educational Services provided by Wingspan. Wingspan’s courses are licensed to you—you do not own them. You cannot resell the course in any way or share Wingspan’s materials or its Services with others. In other words, Wingspan gives you a limited, non-exclusive, non-transferable license to access and view Wingspan’s materials, solely for your personal, non-commercial, educational purposes through Wingspan’s Services, in accordance with these Terms and any conditions or restrictions associated with a particular courses or feature of Wingspan’s Services. All other uses are expressly prohibited. You may not reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works of, sublicense, or otherwise transfer or use any course or materials unless Wingspan gives you explicit permission to do so in a written agreement. This applies to content you access via Wingspan’s website or any mobile application.
In addition, in the event you participate in posting within any online forum or message board facilitated or hosted by Wingspan, you agree that you, and not Wingspan, are fully responsible and legally liable for the content that you post or make. You also agree not to make any posts that subject other users or persons to invasion of their rights and privacy.
- Payment for Services
You agree to pay the fees for Wingspan’s Services that you elect to purchase, and you authorize Wingspan to charge your debit or credit card or process other forms of payment for those fees. Wingspan will not provide refunds, unless Wingspan determines, in its sole discretion, that a refund is warranted.
- Ownership of Content
In the event you make comments, pose questions, or submit suggestions for new Services improvements to Wingspan, you authorize Wingspan to use and share this content with anyone, distribute it and promote it on any platform and in any media, and to make modifications or edits to it as Wingspan sees fit. In other words, by submitting information to Wingspan, you grant Wingspan a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display, and distribute your content in any and all media or distribution methods (existing now or later developed). This includes making your content available to other companies, organizations, or individuals who partner with Wingspan for the syndication, broadcast, distribution, or publication of content on other media. You represent and warrant that you have all the rights, power, and authority necessary to authorize Wingspan to use any content that you submit. You also agree to all such uses of your content with no compensation paid to you. Notwithstanding the above, Wingspan shall not share any confidential information submitted by you through confidential channels to Wingspan, when submitted as a part of any consulting program you enter into with Wingspan.
- Wingspan’s Rights
All right, title, and interest in and to the Wingspan online presence and its Services, including its website, its existing or future applications, its mobile applications, and its databases are and will remain the exclusive property of Wingspan. You cannot use the Wingspan name or any of the Wingspan trademarks, logos, domain names, marketing materials, educational materials, or other distinctive brand features. Any feedback, comments, or suggestions you may provide regarding Wingspan or the Services is entirely voluntary and Wingspan is free to use such feedback, comments, or suggestions as it sees fit and without any obligation to you.
In accessing Wingspan’s website or utilizing its materials and Services, you agree that you shall not copy, modify, create a derivative work of, reverse engineer, or reverse assemble Wingspan’s Services or materials. In addition, you shall not use the Services to send altered, deceptive, or false source-identifying information (such as sending email communications falsely appearing as Wingspan) to others.
Regarding any online forum or message board facilitated or hosted by Wingspan, you understand that Wingspan has no obligation to monitor or remove any posts made by you or other users. However, Wingspan has the right, in its sole discretion, to remove, edit, move, or delete materials posted in the event it believes you or any other user has violated the following rules: posts cannot be defamatory, libelous, antagonistic, or otherwise violate the privacy rights of others; posts cannot be obscene, abusive, harassing, threatening, or inappropriate; posts cannot violate another’s intellectual property rights; posts cannot violate state, U.S., or international law; posts cannot solicit others or advertise products or services; posts cannot be made repeatedly, such as spamming; posts cannot be otherwise deemed objectionable by Wingspan.
- Miscellaneous Terms
You also agree that these Terms represent the entire understanding between you and Wingspan, and they supersede all previous agreements, whether oral or written between you and Wingspan. No change or modification of these Terms shall be valid unless the same be in writing and published by Wingspan on its website. If any portion of these Terms is found to be invalid or unenforceable, it shall be severable from all other portions of these Terms.
Neither the waiver by Wingspan of a breach of or a default under any of the provisions of these Terms, nor the failure by Wingspan, on one or more occasions, to enforce any of the provisions of these Terms or to exercise any right or privilege hereunder shall thereafter be construed as a waiver of any subsequent breach or default of a similar nature, or as a waiver of any provisions, rights or privileges hereunder.
Wingspan’s Services and materials are provided on an “as is” and “as available” basis. Wingspan makes no representations or warranties about the suitability, reliability, availability, timeliness, security, lack of errors, or accuracy of the Services or Wingspan’s materials, and expressly disclaim any warranties or conditions (express or implied), including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Wingspan makes no warranty that you will obtain specific results from use of the Services or Wingspan’s materials. Your use of the Services (including any content) is entirely at your own risk.
You also agree that Wingspan shall not be liable for any indirect, incidental, punitive, or consequential damages (including loss of data, revenue, profits, or business opportunities, or personal injury or death), whether arising in contract, warranty, tort, product liability, or otherwise, as a result of Wingspan’s Services or your use of Wingspan’s materials. Wingspan’s liability to you or any third parties under any circumstance is limited to the total amount paid by you to Wingspan over the previous 12-month period before the event giving rise to your claim(s). In addition, you understand that Catherine Maday and Ivan Konermann are acting in their capacity as Officers of Wingspan for all Services provided, and nothing within these Terms or your use of the Services shall give rise to any personal liability on behalf of Catherine Maday or Ivan Konermann.
You agree to indemnify, defend, and hold harmless Wingspan and its officers, directors, owners, managers, suppliers, partners, and agents from an against any third-party claims, demands, losses, damages, or expenses (including reasonable attorney fees) arising from any actions taken by you that are intentional or negligent. Your indemnification obligation will survive the termination of these Terms and your use of the Services.
You also agree that no joint venture, partnership, employment, contractor, or agency relationship exists between you and Wingspan.
- Dispute Resolution and Class Action Waiver
Your relationship with Wingspan and use of Wingspan’s Services and materials shall be governed by the laws of the State of North Carolina, and any disputes arising under these Terms shall be adjudicated in Mecklenburg County, North Carolina.
You agree that any controversy or claim arising out of or relating to these Terms or your relationship with Wingspan and use of Wingspan’s Services and materials, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Expedited Commercial Arbitration Rules. The arbitration hearing shall take place before a single arbitrator in Mecklenburg County, North Carolina. This agreement to arbitrate shall be enforceable under and subject to the Federal Arbitration Act, 9 U.S.C. Sections 1, et. seq. In addition, no arbitration proceeding hereunder shall be filed or pursued as a class action or proceed as a class action, or on a basis involving claims brought in a purported representative capacity on behalf of the general public, other customers or potential customers or persons similarly situated. Moreover, no arbitration proceeding hereunder shall be consolidated with, or joined in any way with, any other arbitration proceeding. THE PARTIES AGREE TO ARBITRATE ON AN INDIVIDUAL BASIS AND EACH WAIVES THE RIGHT TO PARTICIPATE IN A CLASS ACTION. You and Wingspan agree that at the conclusion of any arbitration, the losing party shall be solely responsible for all legal fees and costs incurred by the prevailing party, including fees incurred during pre-trial, trial, and any applicable appeal or appeals.
- Updating these Terms
When Wingspan deems it appropriate, it may update these Terms to clarify its practices or to reflect new or different practices. Wingspan reserves the right in its sole discretion to modify and/or make changes to these Terms at any time. If Wingspan makes any material change, it will notify you using prominent means such as by email notice sent to the email address specified in your account or by posting a notice through its website. Modifications will become effective on the day they are posted unless stated otherwise.
Your continued use of our Services after changes become effective shall mean that you accept those changes. Any revised Terms shall supersede all previous Terms.