Soft Network
Terms of Use

Last Updated: September 9, 2024

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THE SERVICE. THESE TERMS OF USE DESCRIBE YOUR RIGHTS AND RESPONSIBILITIES AND FORM A LEGALLY BINDING AGREEMENT BETWEEN YOU AND US REGARDING YOUR USE OF THE SERVICE. IF, FOR ANY REASON, YOU ARE UNABLE OR UNWILLING TO AGREE TO ALL THESE TERMS OF USE, YOU MAY NOT USE THE SERVICE. YOUR CONTINUED USE OF THE SERVICE MEANS YOU AGREE TO ALL THE TERMS AND CONDITIONS THAT ARE DESCRIBED OR REFERRED TO BELOW.

1. OVERVIEW.

Unless otherwise expressly stated, these terms of use (these “Terms of Use”) represent a legally binding agreement between Soft Network, Inc., for itself and on behalf of its parent, subsidiary, and affiliate companies (collectively, “Company”, “we”, “us”, or “our”), and each visitor, user, or customer, including, without limitation, artists and legacy entities (each, a “user,” and specifically you, “you” or “your”), of our owned and operated website, https://softnetwork.art, our Artists’ Foundations and Estate Leaders’ List listserv (“AFELL”), and of our other affiliated websites, subdomains, mobile versions, applications (including mobile applications), and online media under our operation and control (collectively, the “Service”). When you see the word “use” or “using,” we mean any time you or any other visitor or user directly or indirectly, attempts to or actually does access, interact with, display, view, browse, print, copy, transmit, receive, or exchange data, messages, or content or you otherwise communicate with us or anyone else, including, without limitation, another user, advertiser, or any person, company, or other entity you may encounter on or through the Service (to the extent facilitated by the Service’s functionalities), or utilize, benefit, take advantage of, or interact any feature, function, or service or activity, promotion, or other content of, on, or available through the Service (together with the Service, the “Content”), for any purpose.

By accessing and using the Service, you agree and acknowledge that (i) you have read and understand the legal agreement you have with us, including these Terms of Use, the Privacy Policy, and any other applicable terms and conditions that we disclose or notify you of when you use or attempt to use the Service (collectively, the “Additional Terms”), which are expressly made part of your legal agreement with Company; (ii) that unless you immediately stop using or trying to use the Service, you will be signifying your agreement to be legally bound by and comply with all of the terms and conditions that apply to you under these Terms of Use, the Privacy Policy, and the Additional Terms, as applicable; and (iii) you are at least eighteen (18) years old or the “age of majority” in your jurisdiction, if different. If you are younger than the “age of majority” in your jurisdiction, you may only use the Service with the consent of your parent or legal guardian. As set forth in the Privacy Policy, the Service is not intended for children younger than the age of thirteen (13) and we do not knowingly collect, share, or sell Personal Information (as that term is defined in the Privacy Policy) from children younger than the age of thirteen (13). Any terms used but not defined herein are defined in the Privacy Policy or Additional Terms, as the case may be.

As used herein, our “Partners” refers to Company and our suppliers, vendors, sponsors, advertisers and other promotional and advertising partners, operational service providers, licensors, licensees, agents, representatives, successors, and assigns and each of their respective parent, subsidiary, and affiliate companies.

2. CHANGES TO THE SERVICE AND TERMS OF USE.

We reserve the right, at any time and from time to time, for any reason in our sole discretion, to add to, delete, and/or modify any or all the terms and conditions of these Terms of Use or any Additional Terms that apply to you, as well as the Service and/or any Content. We display the effective date of these Terms of Use at the top of this page, indicated by the “Last Updated” legend. If you use the affected Service after the changes become effective, it means you are agreeing to be bound by the changes to these Terms of Use and Additional Terms, as the case may be. You should check on a regular and frequent basis and review the terms and conditions of these Terms of Use and Additional Terms that apply to you so you are aware of the current rights and obligations that apply to you.

3. SERVICE TESTING.

We may test various aspects of the Service and we reserve the right to include you in or exclude you from these tests without notice.

4. USER PRIVACY AND OUR PRIVACY POLICY.

By accessing and using the Service, you are agreeing to be bound by the Privacy Policy. Please read the Privacy Policy carefully for information relating to our collection, use, and disclosure of your Personal Information.

5. AFELL MEMBERSHIP; ACCOUNTS.

AFELL is designed to facilitate online discussions between artists and legacy entities regarding the labor and best practices in organizing, maintaining, and leading artist foundations, artist estates, and family collections. Every artist or legacy entity who wishes to use AFELL is required to register for a Free Membership or Paid Membership (each as defined below). Your Membership (as defined below) will be subject to the approval of Company, which Company may approve or reject in its sole and absolute discretion. Depending on your Membership status, you will have the ability to access and use various aspects of the Service, as set forth below. Note that non-AFELL users of the Service will not be required to register for a Membership, nor will such users be required to register an Account (as defined below).

Membership Options

Users may register for a free membership to AFELL, which includes access to AFELL and archives of past AFELL conversations since 2019 (“Free Membership”). Additionally, users have the option to upgrade to a paid membership to AFELL, which includes access to (i) AFELL and archives of past AFELL conversations since 2019; (ii) the AFELL member directory; (iii) the AFELL resources page located on the Service; (iv) participation in all online discussions and/or programs offered by Company; and (v) the private AFELL YouTube channel which includes archived recorded conversations and other applicable resources (collectively, “Paid Membership”, and together with the Free Membership, “Membership”). Please note that both Free Membership and Paid Membership users may be requested by Company to host quarterly sessions via Zoom to educate other users on relevant topics in which such user is experienced.

If you are a representative of a legacy entity, you may only purchase one (1) Membership for your entity, the applicable Account for which you may make accessible to other representatives of your entity. Company also provides an option to identify other representatives of your entity via your Account who wish to receive email notifications from Company or, if you purchase a Paid Membership, access to AFELL and the AFELL member directory. If you are a representative of an organization working with multiple artists and/or such artist’s legacy entity, you are required to purchase one (1) Membership for each such artist or legacy entity.

Membership Payment

In connection with your purchase of a Paid Membership, and as further described in our Privacy Policy, you will be asked to supply Company’s third-party payment processor, Stripe, Inc. (“Payment Processor”), with certain information relevant to your transaction, including, without limitation, your name, email address, information about your form of payment (i.e., credit card, payment card, or other payment method and the expiration date and security/CVV code, if applicable), the billing address associated with such form of payment, and other related information (collectively, “Transaction Information”). By providing Company with any Transaction Information, you represent and warrant that you have the legal right to use any credit cards or payment cards or other payment methods utilized in connection with any purchases you make through the Service and to provide Company with all related Transaction Information.

When you purchase the Paid Membership, your method of payment will be charged a tax-deductible Fifty U.S. Dollars ($50) fee on an annual basis, which charge will continue until you cancel your Paid Membership. Your Paid Membership will automatically renew on a year-to-year basis until you cancel such Paid Membership. To cancel a Paid Membership, you must log into your Account and follow the instructions provided. If you have any issues canceling your Subscription, please contact us at afell@softnetwork.art and we will endeavor to assist you. If you cancel your Paid Membership, you will continue to have access to your Paid Membership benefits until the end of your then-current Paid Membership term, at which point your Paid Membership, and the benefits received in connection therewith, will expire. The Paid Membership will not be renewed when your then-current Paid Membership term expires.

You remain responsible for any uncollected amounts in connection with your Paid Membership. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not cancel your Paid Membership, we may suspend your access to the Paid Membership until we have successfully charged a valid method of payment. For some methods of payment, the issuer may charge you certain fees, such as foreign transaction fees or other fees relating to the processing of your method of payment. Check with your method of payment service provider for details.

Company reserves the right to alter the Paid Membership fees, at any time, in its sole discretion. If Company does alter the Paid Membership fees, we will provide you with notice thereof, and your continued payment of the Paid Membership fees will indicate your acceptance thereof.

Account Information

In connection with your Membership, you will be required to register for and maintain an active user account (each, an “Account”). When you create an Account via the Service you must provide us with complete and accurate information, and certain other Personal Information pertaining to you as set forth in more detail in the Privacy Policy (collectively, “Account Information”). You must provide us with Account Information as requested when registering an Account and, thereafter, as and when requested or enabled by Company from time to time and, to the extent the Service allows, you may also choose to save and store within your Account certain Account Information. If you are a member of a legacy entity, you will be required to register one Account, which you may make accessible to other members of your entity. Company also provides an option to identify other members of your entity via your Account who wish to receive emails or, if you purchase a Paid Membership, access to AFELL and the AFELL member directory. If you are a member of an organization working with multiple artists and/or their legacy entity, each artist or entity must be registered under a separate Account, and, if such artist or a member of such entity desires to directly access the benefits connected with your Membership, each such artist and/or entity member must purchase their own Paid Membership.

By providing Company with any Account Information, you grant to us and to all other persons, companies, and other entities involved in the operation of the Service the right to use, store, monitor, retrieve, and transmit such Account Information in connection with the operation of the Service and as otherwise provided herein and in the Privacy Policy, which sets forth our information collection and use policies with respect to the privacy of your Account Information. You acknowledge, consent, and agree that we may access, preserve, and disclose your Account Information and your Content if required to do so by Applicable Law, or if we believe in good faith that such access preservation or disclosure is reasonably necessary or helpful to (i) comply with legal process; (ii) enforce these Terms of Use, including investigations of potential violations thereof; (iii) detect, prevent, or otherwise address fraud or security issues; (iv) respond to any Claim (as defined herein) that Content violates the rights of third parties; (v) provide certain customized features of the Service to you, if any; or (vi) protect the rights, property, or personal safety of Company, any one or more of our Partners, other users, and the public.

We reserve the right to immediately terminate your Account at our sole discretion and without prior notice to you, including, for example, if you violate the Terms of Use. Accounts terminated by us for any type of abuse, including, without limitation, a violation of these Terms of Use, may not be reactivated. Upon termination of your Account, your Membership will also be terminated.

6. COMMUNICATIONS FROM COMPANY.

By registering or creating an Account, you may be automatically subscribed to receive certain email notifications from us (collectively, “Automatic Communications”), or we may give you the option to select and receive certain email notifications from us (collectively, “Voluntary Communications”). You will always have the option to unsubscribe from Voluntary Communications and promotional Automatic Communications. For details, see the section of the Privacy Policy entitled “Email Notifications and Opt Out.”

7. OWNERSHIP OF CONTENT; USER CONTENT.

The Service and, except as described below, all Content is either the property of Company, our Partners, or our other users and is protected by Applicable Law. To avoid any doubt, when we use “Content,” it includes, but is not limited to, such things as software, code, design, images, photographs, video and audio-visual material, graphic material, other proprietary information, data, and databases, Trademarks (as defined below), and the selection, sequence, “look and feel” and arrangement of items and all copyrightable or otherwise legally protectable elements of the Service. All Trademarks remain owned by, and used by us under license from, their respective owners.

The Service contains interactive areas where users can submit or upload their own content, materials, information, text, data, copyrights, Trademarks, designs, images, photos, music, screenshots, videos, and other intellectual property, including, without limitation, content uploaded by users via AFELL or other interactive forums located on the Service (collectively, “User Content”). You retain ownership to any and all of your own User Content and these Terms of Use do not deprive you or any holder of your or their rights therein and thereto.

When you do submit or provide User Content, such as a Posting (as defined below), you are giving us an unconditional, non-exclusive, royalty-free, worldwide right and license to use, display, reproduce, publish, and/or broadcast that User Content solely on the Service, and you are representing and warranting to us you have all necessary rights, consents, and/or permissions to grant us such license. If you do not have the right (or if you are not certain whether you have the right) to license your User Content to us in accordance with the foregoing terms, do not submit or provide User Content to us. We make no representations that your User Content will remain available via the Service in any way. We may remove your User Content at our sole discretion. YOU UNDERSTAND THAT ANY USER CONTENT THAT YOU POST FOR VIEWING ON THE SERVICE IS MADE PUBLICLY AVAILABLE TO USERS OF THE SERVICE, AND, WHILE USERS ARE ENCOURAGED TO MAINTAIN THE CONFIDENTIALITY OF USER CONTENT ACCESSIBLE VIA THE SERVICE, WE DO NOT GUARANTEE ANY CONFIDENTIALITY WITH RESPECT TO ANY SUCH USER CONTENT, NOR DOES IT GUARANTEE THAT YOUR INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS IN OR TO SUCH USER CONTENT WILL NOT BE INFRINGED OR MISAPPROPRIATED.

You may only use our Content and third-party User Content for your own personal and/or educational use in connection with the Service, and you have no right to transfer, assign, or use any of the foregoing for any other purpose or allow or enable any other person, company, or entity to do so. Personal use excludes all commercial or charitable functions, whether or not money or other consideration is involved, whether or not it is for your benefit or for someone else. You may not use, display, reproduce, perform, adapt, translate, modify, publish, distribute, disseminate and/or broadcast, or create derivative works based upon, Content or User Content that is not yours without our express prior written consent. You may not alter, delete, or conceal copyright or other notices, even if we let you download, display, print, or share the Content or User Content with others. Unauthorized or prohibited use of Content or User Content may subject you to civil liability, criminal prosecution, or both under Applicable Law. Notwithstanding the foregoing, please also see section of the Privacy Policy entitled “Your Rights” for a description of how you may protect your Personal Information.

8. POSTING.

As stated above, the Service enables you to submit, provide, furnish, transmit, exchange, communicate, and/or display User Content (collectively, “Postings”). By Posting, you represent that you own or have the right to engage in the Posting and you specifically agree your Posting shall not violate Applicable Law, these Terms of Use, or the rights of others. In addition, You are solely responsible and liable for any Postings made under your user ID, name, email address, password, and/or your Account or Account Information. We reserve the right to remove, reject, or delete any User Content or Postings made to the Service, but we assume no responsibility for doing so or monitoring Postings. We do not and cannot review all Postings made to the Service and are not responsible for such Postings, regardless of whether at any time we choose in our sole discretion, to monitor or remove User Content or Postings on the Service. Postings do not reflect our views and we do not represent or warrant the truthfulness, accuracy, or reliability of any Postings, nor do we endorse or support any opinions or ideas expressed in any Posting. If you determine or suspect the security of your Account Information or other user identification, login, and password associated with your Account have been compromised, please notify us immediately at afell@softnetwork.art.

9. PROCEDURES FOR CLAIMED COPYRIGHT INFRINGEMENT.

Digital Millennium Copyright Act

Company respects the intellectual property rights of others and asks that you do the same. If you believe that your User Content or other copyrightable works or materials have been copied in a way that constitutes copyright infringement, in accordance with the U.S. Digital Millennium Copyright Act (as may be amended from time to time, the "DMCA"), you should provide the following information to Company’s registered agent, whose contact information is below: (i) an electronic or physical signature of the person authorized to act on behalf of the copyright owner; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material (i.e., third-party User Content) you claim is infringing is located on the Services; (iv) your address, telephone number, and email address; (v) a statement that you have a good faith belief that the disputed use is not authorized by you (i.e., the copyright owner), your agent, or applicable law; and (vi) a statement made by you, under the penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or duly authorized to act on the copyright owner's behalf. Company’s designated agent for receiving notices of claimed copyright infringement under the DMCA may be contacted as follows:

Soft Network, Inc.
Attn: Chelsea Spengemann
636 Broadway, Suite 312
New York, NY 10012
United States of America
afell@softnetwork.art

Failure to include all the above information, especially specific information about where infringing content may be found, will result in a delay in the processing of your DMCA notification of claimed infringement and may result in you having to repeat some or all the above processes. If Company receives notice of claimed copyright infringement in a manner that complies with the above requirements and the DMCA, Company will respond expeditiously by removing, or disabling access to, the User Content that is claimed to be infringing, as described below, or to be the subject of infringing activity. Company will also comply with the appropriate provisions of the DMCA in the event a counter-notification is received, as described below. Company may, at Company’s discretion, deny access to the Services by users who may have infringed the copyright(s) of others.

Counter-Notification

If your User Content was removed for copyright infringement pursuant to a notice of claimed infringement under the DMCA and you would like to dispute the removal, you may, pursuant to Section 512(g) of the DMCA, file a counter-notification by providing Company’s designated agent, at the email address set forth above, with a written communication that sets forth the items specified below. Please note that, under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability. Please also be advised that Company enforces a policy that provides for the termination, in appropriate circumstances, of users who are infringers. Accordingly, if you are not sure whether certain User Content infringes your copyright or the copyrights of others, Company suggests that you first contact an attorney. To expedite Company’s ability to process your counter-notification, Company asks that you please do the following: (i) identify the specific URLs of (or other information sufficient to allow Company to identify) the User Content that Company has removed or to which Company has disabled access; (ii) provide your full name, address, telephone number, and email address; (iii) provide a statement that you consent to the jurisdiction of the United States District Court for the judicial district in which your address is located, or if your address is located outside of the United States, for any judicial district in which Company may be found, and that you will accept service of process from the person who provided notification to Company’s agent in accordance with the process outlined above or an agent of such person; (iv) include the following statement: "I swear, under penalty of perjury, that I have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled;” and (v) sign the notice. If you are providing notice by email, a scanned physical signature or a valid electronic signature will be accepted. Send the communication to the following address:

Soft Network, Inc.
Attn: Chelsea Spengemann
636 Broadway, Suite 312
New York, NY 10012
United States of America
afell@softnetwork.art

After Company receives your counter-notification, Company will forward it to the party who submitted the original notice of claimed copyright infringement. Please note that, when Company forwards the counter-notification, it includes any of your personally identifiable information set forth in the counter-notification. By submitting a counter-notification, you consent to having such personally identifiable information revealed in this way. Company will not forward the counter-notification to any party other than the original claimant. After Company sends out the counter-notification, the claimant must then notify Company within ten (10) days that they filed an action seeking a court order to restrain you from engaging in infringing activity relating to your User Content. If Company receives such notification, Company will be unable to restore the items. If Company does not receive such notification, Company may, but is not obligated to, reinstate the disputed item(s).

If you reside outside of the United States, please understand that filing a counter-notice may lead to legal proceedings between you and the complaining party to determine ownership of the copyrighted material that is subject to the notice of claimed infringement. Be aware that there may be adverse legal consequences in your country and/or the United States if you make a false or bad faith allegation by using this process. Please also be advised that Company enforces a policy that provides for the termination in appropriate circumstances of access privileges for users who are infringers. If you are not sure whether User Content posted by you is being infringed, or if you are otherwise unsure of whether to file a counter-notification using these procedures, Company strongly recommends that you first contact a lawyer knowledgeable in the copyright laws of the United States. If you do wish to file a counter-notice, then you should follow the process for counter-notifications set forth above. COMPANY IS NOT YOUR ATTORNEY, AND THE INFORMATION COMPANY PRESENTS HERE IS NOT LEGAL ADVICE. COMPANY PRESENTS THIS INFORMATION FOR INFORMATIONAL PURPOSES ONLY. YOU SHOULD CONSULT WITH YOUR OWN ATTORNEYS REGARDING ANY DMCA ACTIONS.

10. USAGE RULES; COMMUNITY GUIDELINES; NETWORK POSTINGS.

Usage Rules

We reserve the right to deny you access to any and all parts of the Service for any reason and at our sole discretion. We do not assume any responsibility to monitor Postings for accuracy or unacceptable use, nor will any Posting be authenticated or endorsed by us. We encourage you to report offensive or illegal content by contacting us at afell@softnetwork.art and we reserve the right to block transmission of, and or remove any Posting that you make for any reason, and without prior notice to you. Without limiting the generality of the foregoing, you expressly acknowledge and agree any Postings that you make to the Service is not confidential and that the following rules shall apply to your use of the Service.

You may never use, allow or enable or knowingly condone any other person, company, or other entity to use, the Service to do or attempt to any of the following, for any reason:

violate any applicable law, including, without limitation, under U.S. federal, state, local, and foreign laws, regulations, rules, judicial or governmental orders or requests, legal process, and treaties (as may be amended from time to time, collectively, “Applicable Law”), or our rights or the rights of any other person, company, or other entity;

engage in conduct that is libelous, slanderous, defamatory, indecent, vulgar, obscene, pornographic, sexually explicit or sexually suggestive, racially, culturally or ethnically offensive, harmful, bullying, harassing, intimidating, threatening, hateful, objectionable, discriminatory, or abusive;

transmit, post, or submit through the Service any false, misleading, or spam reviews;

impersonate any other person, company, or other entity or any of our or their employees and agents or otherwise use any fake, false, or fictitious names or profiles;

use the Service for Posting or otherwise using malicious or unauthorized code (e.g., viruses, time bombs, cancel bots, worms, Trojan horses, spyware) or other potentially harmful material or information or in any way interrupt, damage, interfere with, destroy, or limit the functionality of any computer software or hardware or communication equipment, including the Service;

gain unauthorized use of the Service, other users’ Accounts or Account Information, names, login or password information, or Personal Information or use the Service in any manner which violates or is inconsistent with the provisions or spirit of these Terms of Use;

modify, disrupt, impair, alter, or interfere with the use, features, functions, operation, or maintenance of the Service or the rights or use and enjoyment of the Service by any other person, company, or other entity;

access, copy, reproduce, use, or create derivative works of any Content or textual information pertaining thereto or images or photos thereof, Trademarks, User Content, Postings, or any other content, materials, information, text, copyrightable materials or other original works of authorship, images, pictures, photos, designs, artwork, graphics, stills, musical compositions, sound recordings, audio content or files, videos or video files, audiovisual content or files, software, firmware, code, tools, databases, textual links, keywords, data or metadata, chats, or other intellectual property of any kind or nature uploaded to, or contained in, the Service, or for purposes of training, any machine learning or artificial intelligence (AI) or similar technologies now known or hereafter devised, including, without limitation, technologies that are capable of generating works in the same style or genre as any of the foregoing (i.e., “generative AI”), whether for personal use, commercial use, or otherwise;

collect, obtain, compile, scrape, frame, gather, transmit, reproduce, delete, revise, view, or display the Service, the Content, or any material or information, whether personally identifiable or not, submitted, provided, or made available by or concerning any other person, company, or other entity;

engage in any activity or fail to report any activity involving spam, junk email, chain letters, duplicative or unsolicited messages, or so-called “spamming” and “phishing” or other similar schemes; or

use the Service or any Content for commercial or business purposes, including advertising, marketing, selling, or offering goods or services, whether or not for financial benefit or any other form of compensation or consideration or through linking with any other website or webpages; or
use any robot, spider, or other automated means to access, scrape, harvest, or mine the Service, the Content, or the services made available through the Service.

Engaging in or permitting any of the foregoing restricted activities (“Usage Rules”) constitutes a material breach of these Terms of Use and may constitute a violation of Applicable Law.

Community Guidelines

In addition to the Usage Rules, in order to create a positive and engaging community, we require each user to adhere to the following community guidelines when using AFELL (collectively, “Community Guidelines”):

All Postings must pertain to artist’s foundations, artist estates, or collections, or carry information likely to be of importance to users interested in these subjects;

Replies to Postings must be sent to the entire discussion thread (i.e., AFELL or other applicable forum-based features of the Service);
You must limit your Postings to one subject per Posting;

Meaningful subject lines must be used in your Postings (Note: a relevant and informative subject line will help the right users find your Posting at a later date);

When publishing a Posting, you must identify yourself clearly;

If you have a commercial interest in a material/service that you are commenting on in a Posting, you must disclose this interest in your Posting and make it clear to other users;

You must treat other users with respect and kindness at all times, and be clear and concise, in your Postings; and

You may never share other users’ contact information without the prior written consent of such user.

Company reserves the right to terminate your Account and Membership if you (or anyone publishing Postings under your Account) are repeatedly found to be in violation of these Community Guidelines, as determined in Company’s sole and absolute discretion.

Network Postings

You may publish Postings via AFELL in connection with job and/or internship solicitations, and relevant events, workshops, and conferences (collectively, “Network Postings”). However, all Network Postings must comply with the following rules:

Only jobs and/or internships involving artist foundations and estates will be accepted by Company. In the subject line of your Network Posting, you must include the position title, the organization name, and the geographic location of the position. You must include at least a brief description of the position in the Network Posting. It is acceptable to link to a full, outside job/internship description/application system. Network Postings announcing job/internship openings must include information on how to apply, compensation being offered, and, if appropriate, contact information for users to obtain more information (i.e., relevant dates, application deadlines, and job/internship terms).

For Network Postings pertaining to events, conferences, and workshops, you must provide a subject line that uniquely identifies the event, conference, or workshop, applicable date(s), and its geographic location. You must include precise, complete information on the location of the event, workshop, or conference in the Network Posting, as well as relevant URLs for registration and/or more information.

Network Postings may only be published in plain text. Do not include file enclosures, attachments, or encoded text in your Network Posting.

Repeat Network Postings are not acceptable. Substantive new information referring to a prior Network Posting is acceptable.

All Network Postings are presumed to represent the opinions of the user and in no way imply the endorsement of the user’s employers or AFELL’s moderators.

Company reserves the right to (i) permanently delete any Network Postings that are not in compliance with these rules, and/or (ii) terminate your Account and Membership if you (or anyone publishing Network Postings under your Account) are repeatedly found to be in violation of these rules pertaining to Network Postings, each as determined in Company’s sole and absolute discretion.

11. TRADEMARKS.

Unless otherwise disclosed, all the trademarks, service marks, brand names, logos, insignia, symbols, product or service names, and company names (collectively, “Trademarks”) displayed on the Service are registered and unregistered trademarks of Company or one or more of our Partners. Nothing on the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right in or to the Trademarks without the express written permission of, with respect to our Trademarks, Company or, with respect to other Trademarks, the applicable third-party owner or licensor thereof. Except as expressly provided in these Terms of Use, any use of the Trademarks is expressly prohibited.

12. DEALINGS WITH ADVERTISERS AND OTHER USERS.

Your correspondence or business dealings with, or participation in promotions of, advertisers and other users found on or through the Service are solely between you and such advertiser or user. YOU AGREE THAT WE WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS THE RESULT OF ANY SUCH DEALINGS OR AS THE RESULT OF THE PRESENCE OF SUCH ADVERTISERS OR USERS VIA THE SERVICE.

13. FEEDBACK.

You agree that, with respect to any feedback or suggestions to Company or our Partners provided by you (collectively, “Feedback”), YOU HEREBY GRANT TO COMPANY THE EXCLUSIVE PERPETUAL, IRREVOCABLE, AND WORLDWIDE RIGHT TO USE, COPY, DISPLAY, PERFORM, TRANSLATE, MODIFY, LICENSE, SUBLICENSE, AND OTHERWISE EXPLOIT ALL OR PART OF THE FEEDBACK OR ANY DERIVATIVE THEREOF IN ANY EMBODIMENT, MANNER, OR MEDIA NOW KNOWN OR HEREAFTER DEVISED, WITHOUT ANY REMUNERATION, COMPENSATION, OR CREDIT TO YOU. You represent and warrant that you have the right to make the foregoing grant to Company and that none of the Feedback infringes any intellectual property or any other rights of third parties or Applicable Law. Notwithstanding the foregoing, we grant to you a conditional, non-exclusive, royalty-free, non-transferable, non-sublicensable, worldwide, perpetual, and revocable right and license to use the Feedback for your own personal, non-commercial purposes that do not compete, directly or indirectly, with our use of such Feedback.

14. TERMINATION.

You agree that Company may terminate your access to the Service or any Account and/or Membership you may have, or any portion thereof, at any time, for any reason or no reason, without prior notice to you, and you agree that we shall not be liable to you or any third party for any such termination. Company reserves the right to modify, suspend, or discontinue the Service and/or access to it at any time, for any reason or no reason, without prior notice to you, and Company will not be liable to you should we exercise such rights, even if your use of the Service is impacted by the change. These remedies are in addition to any other remedies we may have at law, in equity, or under these Terms of Use or any of the Additional Terms, all of which shall be cumulative.

15. INDEMNIFICATION.

By using the Service, you agree to indemnify, defend, and hold harmless Company and each of its Partners and each of their respective officers, directors, stockholders, managers, members, partners, joint venturers, employees, independent contractors, operational service providers, consultants, licensors, licensees, attorneys, representatives, agents, heirs, successors and assigns (collectively, the “Indemnitees”) from and against from and against any and all losses, damages, liabilities, penalties, fines, costs, and expenses, including, without limitation, attorneys’ fees and court costs, arising from or relating to any claim, action, cause of action, demand, or allegation of any and every kind, nature, and character, whether based in whole or in part in contract, tort, negligence, statute or otherwise (each, a “Claim”), brought or asserted by a third party to the extent arising from (i) your breach or violation, or allegation which if true would constitute a breach or violation, of any representation, warranty, or obligation of these Terms of Use or any of the other Additional Terms; (ii) your use or misuse of the Service, Content, User Content, or your dealings with third parties or other users arising from your use of the Service; (iii) any violations, or allegation which if true would constitute a violation, of Applicable Law; and (iv) any unauthorized use, or allegation which if true would constitute an unauthorized use, of your Account. We have the right, at any time, to assume the defense against any Claim and all negotiations for settlement and compromise and you agree to cooperate with us in any such defense.

16. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY; BASIS OF THE BARGAIN.

ALTHOUGH WE MAY UPDATE THE CONTENT ON THE SERVICE FROM TIME TO TIME, PLEASE NOTE THAT SOME OF THE INFORMATION MAY BE OUT OF DATE AND/OR MAY CONTAIN ERRORS OR INACCURACIES. YOU RELY ON THE INFORMATION CONTAINED ON THE SERVICE AT YOUR OWN RISK. THE SERVICE AND THE CONTENT ARE MADE AVAILABLE “AS IS” AND “AS AVAILABLE,” WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, RELIABILITY, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. THERE IS NO GUARANTY OR ASSURANCE THAT ALL OR ANY PART OF THE SERVICE WILL BE AVAILABLE FOR USE, PERFORM AS DESCRIBED, OR THAT THE SERVICE AND THE CONTENT ARE ACCURATE, TIMELY, COMPLETE, OR ERROR-FREE AND YOU SHOULD NOT RELY ON THE SERVICE OR ANY CONTENT FOR ANY DECISIONS OR ACTIONS YOU MAY OR MAY NOT CHOOSE TO MAKE OR TAKE. NEITHER COMPANY NOR ANY OF OUR PARTNERS OR OTHER INDEMNITEES ARE RESPONSIBLE NOR LIABLE FOR ANY DAMAGE TO YOU OR YOUR PROPERTY, LOSS OF DATA, OR INABILITY TO ACCESS OR USE THE SERVICE OR THE CONTENT, EVEN IF DUE TO MALICIOUS OR UNAUTHORIZED CODE. YOU ARE SOLELY RESPONSIBLE FOR ENSURING YOU HAVE APPROPRIATE MECHANISMS TO PROTECT AND SECURE YOUR EQUIPMENT, PROGRAMS, AND INFORMATION BECAUSE YOU ARE ASSUMING ALL RISK OF LOSS OR DAMAGE THAT MAY ARISE OR BE ASSOCIATED WITH USE OF THE SERVICE.

COMPANY DOES NOT SCREEN USERS IN ANY WAY AND DOES NOT GUARANTEE THE QUALIFICATIONS, QUALITY, OR SUITABILITY OF USERS. ANY DECISIONS BY YOU TO UTILIZE THE SERVICE ARE DONE IN YOUR SOLE DISCRETION, AND YOU ARE SOLELY RESPONSIBLE AND ACCEPT ALL LIABILITY RELATING TO YOUR USE OF THE SERVICE AND RELEASE COMPANY FROM ALL LIABILITY IN CONNECTION THEREWITH. ANY CLAIMS ARISING OUT OF YOUR INTERACTIONS WITH A PARTICULAR USER ARE TO BE DEALT WITH SOLELY AS BETWEEN YOU AND SUCH USER, AND COMPANY EXPRESSLY DISCLAIMS ANY LIABILITY IN CONNECTION THEREWITH.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM, FOR OURSELVES AND ON BEHALF OF OUR PARTNERS AND OTHER INDEMNITEES, ALL LIABILITY FOR LOSS, DAMAGE, COST, AND/OR EXPENSE OF ANY KIND IN CONNECTION WITH OR ARISING FROM USE OF THE SERVICE, OR FROM THESE TERMS OF USE, INCLUDING, WITHOUT LIMITATION, DIRECT, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES, REGARDLESS OF THE FORM OF ACTION OR BASIS OF THE CLAIM AND WHETHER OR NOT A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OF CERTAIN WARRANTIES OR LIMITATIONS ON CERTAIN DAMAGES SO SOME OF THESE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU UNDER APPLICABLE LAW. IF ANY LIMITATION OR EXCLUSION OF DAMAGES OR LIABILITY IS PROHIBITED OR RESTRICTED BY APPLICABLE LAW, COMPANY AND OUR PARTNERS AND OTHER INDEMNITEES SHALL BE ENTITLED TO THE MAXIMUM LIMITATIONS AND EXCLUSIONS PERMITTED; PROVIDED, HOWEVER, IN NO EVENT SHALL COMPANY AND OUR PARTNERS OR OTHER INDEMNITEES’ TOTAL AND COLLECTIVE LIABILITY TO YOU EXCEED FIFTY U.S. DOLLARS ($50.00).

YOU ACKNOWLEDGE AND AGREE THAT COMPANY HAS OFFERED ITS SERVICE AND ENTERED INTO THESE TERMS OF USE IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND COMPANY, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND COMPANY. YOU ACKNOWLEDGE AND AGREE THAT COMPANY WOULD NOT BE ABLE TO PROVIDE THE SERVICE TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.

17. THIRD-PARTY LINKS.

The Service may contain links to or advertisements for websites operated by third parties and, therefore, not owned or controlled by Company. The links to and advertisements concerning third-party websites, material, products, or services are provided for your convenience only. We are not responsible for the content, performance, or privacy practices of these third-party websites or for your interactions with them, and you visit them at your own risk. Our inclusion of links to or advertisements for such third-party websites does not imply any endorsement of the material, products, or services provided by such third-party websites or any association with such third-party websites or their owners or operators whatsoever.

18. GEOGRAPHIC DISCLAIMER.

We make no representations that the Service is appropriate or available for use in locations outside of the United States. Access to the Service and the Content may not be legal for some persons or in some countries outside the United States. If you elect to access and use the Service and Content from outside of the United States, you do so at your own risk and are solely responsible for complying with all Applicable Law.

19. CHOICE OF LAW.

These Terms of Use shall be construed and enforced under the laws of the State of New York applicable to parties residing in and contracts made, executed, and wholly performed within the State of New York. The Uniform Computer Information Transactions Act does not apply to these Terms of Use. With respect to the resolution of any dispute or controversy arising out of these Terms of Use or your use of the Service, you specifically agree and submit to the exclusive jurisdiction of the Federal and State courts situated in the County of New York in the State of New York, and you will not object to jurisdiction or venue on the grounds of lack of personal jurisdiction, inconvenient forum, or otherwise, and YOU HEREBY WAIVE ANY RIGHT YOU MAY NOW HAVE OR HEREAFTER POSSESS TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING COMMENCED WITH RESPECT THERETO.

20. WAIVERS OF CERTAIN LEGAL RIGHTS.

You agree that you will only sue Company and our Partners or other Indemnitees as an individual, and that you will not file a class action or participate in a class action against any one or more of such parties.

No claim or action relating in any way to this Terms of Use, the Privacy Policy, Additional Terms, the Service, the Content, or otherwise with respect to the subject matter hereof, regardless of form or the basis of the claim, may be brought by you more than one (1) year after the cause of action has arisen (or if multiple causes, from the date the first such cause of action arose). Otherwise, such cause of action is permanently barred.

21. RIGHT TO NOTIFY TO LAW ENFORCEMENT.

If, for any reason, we believe, have reason to believe, suspect, or are notified of any act, omission, or circumstances which may or could compromise or endanger the health, wellbeing, or safety of any person, cause or lead to damage to persons or property (tangible or intangible), adversely affects, infringes upon, or misappropriates the rights of others, harasses or interferes with any other user or person, company, or other entity, interferes with or bypasses our security or other protective measures applicable to our systems, networks, and communications capabilities, breaches or violates these Terms of Use, the Privacy Policy, Additional Terms, the Service, the Content, or any Applicable Law, we have the right, reserving cumulatively all other rights and remedies available to us at law, in equity, or under these Terms of Use or any of the Additional Terms, to report and provide information to any and all regulatory and law enforcement authorities and agencies and take any action permitted by Applicable Law.

22. ENTIRE AGREEMENT.

These Terms of Use, together with the Privacy Policy and any Additional Terms that apply to you, constitute the entire agreement you have with us regarding the Service, the Content, and other subject matter set forth herein and supersede any and all prior or inconsistent understandings that may apply to the subject matter.

23. SEVERABILITY.

The illegality, invalidity, or unenforceability of any term or condition contained in these Terms of Use is severable and shall not affect the rest of these Terms of Use. Headings are purely for reference and shall not affect the meaning of any term or condition. Any provision which must survive to allow us to enforce its meaning shall survive termination.

24. ASSIGNMENT.

We may assign, delegate, subcontract, or transfer our rights, obligations, and/or duties under these Terms of Use or any of the Additional Terms to any party at any time without notice to you. You may not assign, delegate, subcontract, or transfer any of your rights, obligations, or duties under these Terms of Use or any of the Additional Terms to anyone else.

25. WAIVER.

Any provision of these Terms of Use may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of Company to exercise or enforce any right or provision of these Terms of Use or any of the Additional Terms will not constitute a waiver of such right or provision.

26. NOTICES.

We may deliver notice to you under these Terms of Use or any of the Additional Terms by means of email, a general notice on the Service, or written communication delivered by First-Class U.S. Mail to your address on record in your Account, if any. You may give notice to us at any time by letter delivered by First-Class U.S. Mail or overnight courier, return receipt requested, postage prepaid, to the following address:

Soft Network, Inc.
Attn: Legal
636 Broadway, Suite 312
New York, NY 10012
United States of America

27. NOTICE FOR CALIFORNIA RESIDENTS.

Under California Civil Code Section 1789.3, users of the Service from California are entitled to receive information on how to resolve a complaint regarding the Service or to receive further information regarding use of the Service. Such complaints or requests may be submitted to Company by email at afell@softnetwork.art.

28. CONTACT US.

If you have any questions about these Terms of Use, please contact Company by email at afell@softnetwork.art, or by mail to 636 Broadway, Suite 312, New York, NY 10012, United States of America.