CLC Toolbox 🧰

CLC Toolbox - Terms of Service

Last Updated: 2/16/24

This Terms of Service (“Terms”) is an agreement between Caitlin Lee Consulting LLC and our affiliates (“we,” “our,” or “us”)  and the users (‘You” or “User”) of its proprietary CLC Toolbox and governs your access to and use of our platform available at https://clctoolbox.thinkific.com including all guides, manuals, templates, videos and audio guides, and all other online products and services provided or offered by us (collectively, the “Service” or “Services”). 

Our Services are made available to you through our platform partner Thinkific. Certain parts of our platform may require you to access or create an account on one of our partner websites. If you choose to do so, you are solely responsible for creating an account where applicable and compliance with their terms of service, privacy and any other policies. For clarity, accessing the Services generally does not require you to make separate accounts, only to access certain features such as comments. 

Agreement to Terms

By using any portion of the Service, you agree to comply with and be bound by these Terms. These Terms apply to you regardless of whether you are a “User” (meaning, you have created an account with us) or are a “Visitor” (meaning, you are viewing the Service but have not created an account with us). The term “you,” “your,” or “User” refers to any party whether as an account holder or visitor who views, accesses, or otherwise uses our services. 

The Services are made available for your organization’s internal business purpose or your personal, non-commercial use. You agree that you are only using the Service in compliance with these terms, and you are not using the Service for or on behalf of any third party whom you are not authorized, or for any commercial purposes including without limitation disclosing or otherwise reselling the toolbox in any capacity. 

THE TOOLBOX AND ITS CONTENTS ARE PROTECTED BY COPYRIGHT AND IT IS LICENSED ON A LIMITED BASIS TO THE USER AND NOT SOLD TO THE USER.

Changes to Terms or Services

We may modify the Terms and our Services at any time, in our sole discretion. If we do so, we shall let you know by email or by posting a notice on the platform. Please review the Terms whenever we modify them. If you continue to use the Services after we posted modified Terms, then such use indicates to us that you agree to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then please discontinue use of the Services. Because the Services are evolving over time, we may change or discontinue all or any portion of the Services at any time, without notice to you, at our sole discretion.

Creating an Account

By creating an account, you become a “User” and represent that you are thirteen (13) years or older, you are authorized on behalf of the organization you represent or you are an individual, and you are not barred from using the Services under applicable law. As the identified individual creating an account for yourself or your organization, only you may access the Services. Other users will require their own account. Account sharing is expressly prohibited. 

We reserve the right to suspend or terminate your account if: (i) any information provided during the registration process or thereafter proves to be inaccurate, false, or misleading; (ii) you are sharing your account without approval authorization or (iii) to reclaim any username that you create through the Services that violates our Terms. You are responsible for maintaining the confidentiality of your password and account and agree to notify us if your password is lost, stolen, or disclosed to an unauthorized third party, or otherwise may have been compromised. You are responsible for activities that occur under your account.

The Toolbox Kit License

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicenseable license to access and view our library materials and content available through our Toolbox (collectively “Toolbox”) solely in connection with your permitted use of the Services. For the purposes of these Terms, the Toolbox shall include without limitation, all text, graphics, images, site and screen layouts, arrangements and themes, music, software, audio, video, works of authorship by us or our affiliates of any kind, and information or other materials, templates, guides, etc.  that are posted or generated by us or our affiliates.

You have the right to view and access Toolbox and its content. However, you may not copy, borrow, modify, or otherwise reproduce the Toolbox without prior consent. In no event, shall a User engage in copying, borrowing, modifying, or otherwise reproducing any site and screen layouts, arrangements and themes provided through this Service. The contents of the Toolbox are available for your and your organizations internal business consumption and other permitted use under these Terms. 

At no time is any User permitted to: (i) transfer, sublicense, sell, lease, lend, rent, or otherwise distribute our Toolbox or Content or the Services to a third party; (ii) decompile, reverse-engineer, disassemble, or create derivative works of the Services or any of our Content; or (iii) use the Services or Toolbox in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these Terms. 

Payments & Refunds

At this time, this Service is available at no additional cost. However, certain products and offerings may only be accessible for a fee or subscription payment. All such payments will be processed using a third-party payment processor, and we are not liable for any errors, fees, or service-related issues that may arise related to processing payments. 

The Services ARE NOT A SUBSTITUTE for Professional Advice.

Contents of our Services, including but not limited to text, graphics, images, videos, audio, and other materials created by us are all part of a toolbox kit (the “Toolbox”), are for informational purposes only. The Toolbox kit is not intended to be a substitute for professional legal, consulting or financial advice.

Intellectual Property

The Services contain material that may be protected by United States and international copyright and trademark laws and other intellectual property rights include but is not limited to, audio, video, graphic, photographic and text information, and all items in our Toolbox We, and any of our licensors, exclusively own all right, title and interest in, and to the Services and Toolbox including all associated intellectual property rights. You acknowledge that the Services and Our Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights or notices incorporated in or accompanying the Services and Our Content. Further, you may not modify, distribute, publish, transmit, publicly display, publicly perform, participate in the transfer or sale, create derivative works of, or in any way exploit any of the Toolbox items, in whole or in part. Any violation of these restrictions may result in intellectual property infringement that may subject you to civil and/or criminal penalties. You will be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights or any other harm resulting from a submission of information protected by intellectual property rights in a third party, if such submission is made without express permission of the intellectual property rights holder.

User Content

For purposes of these Terms: (i) “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided, or otherwise made available through the Services; and (ii) any Content that Users provide to be made available through the Services when such options are available. Please be aware that Your first and last name will be displayed alongside such comments, and if you do not wish to disclose this information publicly but would like to provide feedback you may contact us directly. 

You are responsible for your Content that you post to the Services, including its legality, reliability, and appropriateness. By posting your Content to the Services, you grant us a non-exclusive, transferable, sublicenseable, worldwide, royalty-free right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content on and through the Services. You agree that this license includes the right for us to make such Content available to other Users of the Services, who may also use such Content subject to these Terms. 

You represent and warrant that: (i) the Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of the Content on or through the Services does not violate the privacy rights, publicity rights, copyrights, contract rights, or any other rights of any person.

We do not claim any ownership rights in any Content that you make available through the Services and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your own Content. However, you grant us a non-exclusive, non-transferable, non-sublicenseable, worldwide license to use any Content submitted for the purposes of providing you the Services, creating and using aggregated and anonymized data for our purposes including performance and use analytics, product development, or marketing purposes.  

User Conduct/Acceptable Use Policy

We invite you to participate in our community, but ask that you respect other Users just like yourself when posting Content and using the Services. 

Play nice! 

You Agree NOT to:

• use language or transmit content that may be considered offensive or profane to other Users or users. This includes profanity and offensive images, or other media containing obscene, sexually explicit, or excessively violent content.

• harass or threaten other Users or users. Harassing behavior and language includes insults, ethnic or homophobic slurs, defamatory statements, invasive statements that may infringe on a User’s privacy, or the transmission or sharing of any content that may cause another User or user to experience ridicule, threat, or discomfort.

• submit material or data that violates your organization’s data security or information security policies. 

• submit material that violates a third party’s proprietary rights, including privacy and publicity rights, or that otherwise violates any applicable law;

• publish falsehoods or misrepresentations that could damage us, our Users, or any third party;

• publish any private information of someone (like their address or phone number) without their permission;

• submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate;

• post advertisements;

• impersonate another person or represent yourself as affiliated with us, our staff, or other industry professionals;

• solicit a User’s password or other Account information; or

• harvest User names, addresses, or email addresses for any purpose.

This list is an example and is not intended to be complete or exhaustive. We don’t have an obligation to monitor your access to, or use of, the Services, but we reserve the right to do so for the purpose of operating the Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency, or other governmental body. We reserve the right, at any time and without prior notice, to remove or disable access to your Account or any Content that we consider, in our sole discretion, to be in violation of these Terms or otherwise harmful to the Services.

You can remove your Content by specifically deleting it. However, in certain instances, some of your Content (such as posts or comments you make) may not be completely removed, or may not be removable (audible content), and copies of your Content may continue to exist on the Services. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of the Content. 

DMCA/Copyright Policy

We respect copyright law and expect Users to do the same. It is our policy to terminate in appropriate circumstances the accounts of Users who repeatedly infringe the rights of copyright holders. 

The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that Content infringes your copyright, you (or your agent) may send us a notice requesting that the Content be removed or access to it blocked. Federal law requires that your notification include the following information: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) identification of the copyrighted work claimed to have been infringed or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material; (iv) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail; (v) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

The notification must be sent to:

[PHYSICAL ADDRESS]

With copy to [email protected]

We provide the above contact information for purposes of the DMCA only and reserve the right to respond only to correspondence that is relevant to this purpose.

Feedback

We welcome feedback, comments, and suggestions for improvements to the Services. You can submit feedback via our website or by emailing us at the contact email listed above. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable, and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, or create derivative works based upon, and otherwise exploit, the feedback for any purpose at our discretion.

Privacy policy

Your privacy is important to us. Please review our Privacy Policy for information about the data we may collect and use. Our Privacy Policy is incorporated in these Terms, and is available at clctoolbox.thinkific.com/pages/privacy.  

Third-Party Resources

In addition to third parties who support the delivery of our Service, the platform and any affiliated social media pages may contain additional links to or advertisements of third-party websites or resources that are not affiliated with us. We are not responsible for the content, products, or services on or available from those advertisements, websites, resources, or links. You acknowledge sole responsibility for and assume all risk arising from your use of any third-party website or resources. 

Indemnity

You agree to defend, indemnify and hold harmless us, or our officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, or expenses (including but not limited to attorneys’ fees), to the extent allowed by applicable law, that arise from or are caused by: (i) your use or implementation of, and access to, the Services; and (ii) your violation of these Terms.  This section shall survive these Terms and your use and termination of the Services.

Termination

We may terminate your access to and use of the Services and Account at our sole discretion, at any time and without notice to you. Upon any termination, discontinuation or cancellation of Services or your Account, all provisions of these Terms which by their nature should survive will survive, including, without limitation, ownership provisions, indemnification, warranty disclaimers, limitations of liability, and dispute resolution provisions.

Warranty Disclaimers

THE SERVICES AND CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. WE MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT. 

Limitation of Liability

NEITHER WE NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES, TOOLBOX OR CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, MOBILE DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. 

IN NO EVENT WILL OUR TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT EXCEED THE LESSER OF THE AMOUNTS YOU HAVE PAID TO US FOR USE OF THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO THE CAUSE OF ACTION, OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO US, AS APPLICABLE. 

Dispute Resolution

We prefer to resolve things amicably when possible; therefore, you agree to the following dispute resolution policy in connection with any potential claims or disputes arising from your use of the Application. Start by notifying us of your dispute by sending a notice to the contact email address listed above. 

1. Informal Negotiations: Parties to a dispute concerning the Terms, the Privacy Policy, or the use of the Services will attempt to informally negotiate a potential settlement or resolution to the dispute;

2. Arbitration: In the event that informal negotiations are unsuccessful, the parties agree to follow the arbitration procedures set forth by the American Arbitration Association (AAA) to resolve the dispute.

3. Binding Arbitration: If for any reason arbitration is unsuccessful or unavailable to the parties, parties agree to submit to binding arbitration in the jurisdiction of the State of Washington. Each of us is responsible for paying our own filing, administrative and arbitrator fees. Judgment on the arbitration award may be entered in any court having jurisdiction thereof.

Entire Agreement

These Terms constitute the entire and exclusive understanding and agreement between us and you. These Terms supersede and replace any and all prior oral or written understandings or agreements between us. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. 

Any notices or other communications provided by us under these Terms, including those regarding modifications to these Terms, will be given by us (i) via email; or (ii) by posting to the Services. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of us. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.

Questions & contact information

If you have any questions regarding these Terms, please contact us at [email protected].