UNICEF USA welcomes links to its website (the "Site") from any website meeting our criteria as set forth here, and must agree to our terms and conditions.
The Site is provided by the United States Fund for UNICEF (the "UNICEF USA," or "We," "Our," or "Us") and may be used for informational purposes only. The terms and conditions set forth herein govern your access to or any link that you establish to the Site. Your access or link to any portion of the Site constitutes your assent to be bound by all of these Terms and Conditions of Linking.
Subject to these Terms and Conditions, the UNICEF USA grants you a non-exclusive, non-transferable, limited, revocable and royalty-free license to provide a hypertext reference link ("Link") to the initial, top level display of the Site, as identified by the Uniform Resource Locator ("URL") www.unicefusa.org, solely for non-commercial purposes and only for the purpose of linking your website to the Site.
We grant you a non-exclusive, non-transferable, limited, revocable and royalty-free license to use our name and logo solely for the purpose of creating and describing the Link. You shall properly and accurately display our name and logo in connection with any display and description of the Link visible on your website. However, our name and logo shall not be the most prominent trademark on your website. Except for this limited license to use our name and logo, you may not use or modify our name or logo or use any of our other trademarks or service marks for any reason whatsoever without our prior written consent.
You agree that you will not: (a) display or use a Link in a manner that causes the Site or any portion of its content to display within a frame or otherwise alters the visual presentation of the Site; (b) display or use a Link in a manner that causes the Site to be associated with any advertising or sponsorship not part of the Site or otherwise incorporate any of the content of the Site into a third-party website; (c) display or use an inline link to any information file contained in the Site; (d) alter, block or otherwise prevent display of any content of the Site; (e) link to the Site through any other URL or mirrored site; and/or (f) link to the Site if, to a reasonable person, your site may be obscene, defamatory, harassing, grossly offensive, or malicious to any person of any age.
In addition, you agree that you will not: (a) state or imply that the UNICEF USA endorses you or your products or services; (b) state or imply that there is any relationship between the UNICEF USA and you, without our prior written consent; or (c) misrepresent the nature of your relationship with us or present false or misleading information concerning the Site or the services performed by the UNICEF USA.
You expressly agree that the establishment of any Link to the Site is at your sole risk. Neither the UNICEF USA, nor its affiliates, nor any of our or their officers, directors, trustees, employees, volunteers, agents, third party content providers, sponsors, licensors ("Providers") or the like warrant that the Site will be uninterrupted or error free; nor do we or they make any warranty as to the results that may be obtained from the use of the Site, or as to the accuracy, reliability or currency of any content, information, product or service provided through the Site.
This Site, the information and materials on the Site and the services made available on the Site are provided on an "as is" and "as available" basis without any representation or warranty, express or implied. To the fullest extent permissible by law, the UNICEF USA disclaims all warranties, express or implied, of any kind or nature, including, but not limited to, warranties of merchantability, noninfringement or fitness for any particular purpose. You acknowledge that the materials accessible on or through the Site may contain inaccuracies and typographical errors and the UNICEF USA does not warrant the accuracy or completeness of such materials or the reliability of any advice, opinion, statement or other information displayed or distributed through this Site. You acknowledge that any reliance on any such advice, opinion, statement or other information shall be at your sole risk. The UNICEF USA reserves the right, in its sole discretion, to correct any errors or omissions in any part of the Site, and the UNICEF USA may make any other changes to the Site, the materials accessible on or through the Site, and the products, programs, services or prices (if any) described in the Site at any time without notice.
The UNICEF USA will not be liable for any damages of any kind, including, but not limited to, direct, indirect, incidental, special, punitive or consequential damages, arising from the establishment of any Link to or use of this Site, including, but not limited to, your reliance on any information obtained from or through the Site or that result from mistakes, omissions, interruptions, deletion of files or e-mail, errors, defects, viruses, delays in operation or transmission, or any failure of performance, whether or not resulting from acts of god, communications failure, theft, destruction or unauthorized access to our records, programs or services. No oral advice or written information given by the UNICEF USA nor its affiliates, nor any of our or their officers, directors, trustees, employees, volunteers, agents, providers or the like, shall create a warranty; nor shall you rely on such information or advice.
Under no circumstances shall the UNICEF USA or any other party involved in creating, producing, or distributing the Site be liable for any direct, indirect, incidental, special or consequential damages that result from the use of or inability to use the Site. You hereby agree that this paragraph shall apply to all information, services and products available through the Site. Because some jurisdictions do not permit the exclusion or limitation of liability for consequential or incidental damages, in such jurisdictions liability is limited to the fullest extent allowed by law.
You agree to indemnify, defend and hold harmless the UNICEF USA, its directors, trustees, officers, employees, attorneys, volunteers, agents and representatives from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees) or other expenses that arise directly or indirectly out of or from (i) your breach of this Agreement, (ii) any allegation that any materials included on your website infringe or otherwise violate the copyrights, trademark, trade secret or other intellectual property or other proprietary rights of any third party; and (iii) your activities in connection with this Site. Your obligations under this paragraph will survive the termination or expiration of these Terms and Conditions.
Although this Site is available worldwide, not all services offered through this Site are available to all persons or in all geographic locations or jurisdictions. We reserve the right to limit the availability of the Site and/or the provision of any service to any person, geographic area, or jurisdiction we so desire, at any time and in our sole discretion, and to limit the quantities of any product or service that is furnished through this Site, without liability or obligation to you. The offer of any product or service through this Site is VOID where the offer of such product or service is prohibited.
You agree that the Site, including, without limitation, all content, text, images, software, media and other materials therein, is proprietary to or licensed by the UNICEF USA, is protected under copyright and other intellectual property laws, and may not be reproduced, transmitted, displayed, published or distributed without the express prior written consent of the UNICEF USA. You do not have the right to use, publish, share, sell or otherwise distribute any data collected with respect to visitors to your website which relates to (a) their clicking on a Link; (b) their use of the Site; or (c) any other information deemed proprietary by the UNICEF USA.
The term for which you may establish a Link to the Site begins on the date you establish the Link. You may terminate the Link at any time. We may terminate your permission to Link to the Site at any time, without notice, for any reason whatsoever. Upon termination, you will immediately: (a) discontinue or disable the Link; (b) remove the Link and our name and logo from your website; and (c) destroy any copies of data from the Site in your possession, custody or control. We reserve the right to terminate permission to Link to the Site with respect to any specific user or group of users at any time, without notice, for any reason whatsoever. You acknowledge and agree that we have the right, at any time and without notice, to add to or modify these Terms and Conditions simply by posting such amended terms herein. Your Link, and any access to, link to or use of the Site shall be deemed to constitute acceptance of such amended terms.
The laws of the State of New York shall govern this Agreement. Any controversy or claim arising out of or relating to this Agreement, or breach thereof, shall upon written demand of either party served upon the other party, be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. Each party shall, by notice to the other party given within ten (10) days of the date of the written demand referred to above, appoint one person to serve as its party-appointed arbitrator. The persons so appointed shall, within twenty (20) days of the aforementioned written demand, jointly select a neutral arbitrator. If any party fails to appoint a person within the said ten-day period, the other person so appointed shall select the arbitrator.
The parties specifically confer upon the arbitrator the right to direct each of the parties to produce in advance of the hearing whatever documents and other information the arbitrators deem appropriate. Requests for additional discovery shall be governed by and decided in accordance with New York law. The parties agree that the arbitrators shall not have authority to award punitive damages. The arbitration shall take place in New York, NY, unless the parties mutually agree to another location. This paragraph shall survive any termination or expiration of these Terms and Conditions.