Terms of Service

NOTICE OF ALPHA/BETA AGREEMENT APPLICABLE DURING ALPHA AND BETA TEST PERIOD
(“ALPHA/BETA AGREEMENT”)

By using our Site during our alpha/beta Test Period, you agree that this Alpha/Beta Agreement applies to your use of our Site in addition to the below Terms of Use. During the Test Period, “Terms” means this Alpha/Beta Agreement and Terms of Use. If there is a conflict between the Alpha/Beta Agreement and Terms of Use during the Test Period, the Alpha/Beta Agreement will govern. Capitalized words used in this Alpha/Beta Agreement without definition, have the meanings given in the Terms of Use.

Testing; Purpose; Test Period. PDM grants you a limited, revocable, non-transferable, non-sublicenseable right to access our Site solely for the purpose of testing, uploading authorized content, and providing evaluation and other feedback (“Feedback”) concerning the Site during its alpha and beta development phases (“Purpose”). You will not provide any Feedback to PDM that is your or any third party’s confidential information. All Feedback you provide to PDM will be the sole and exclusive property of PDM and you hereby irrevocably assign to PDM all rights, including copyrights and other intellectual property rights, in your Feedback. The test period is anticipated to continue through approximately November, 2021 (“Test Period”). You agree to keep information you learn about the Site as confidential.

Access. You agree to use and test certain features, functionalities, and performance of the Site as may be requested by PDM during the Test Period and to provide Feedback to PDM, including on potential errors and improvements, solely for the Purpose. You will create an account and access credentials and acknowledge that, with PDM’s approval, you may continue to access your account following the Test Period in accordance with the Site’s then-current terms of use and privacy policy. You agree to access the Site solely for the Purpose and consistent with the Terms and in accordance with PDM’s requirements for the testing as PDM may convey from time to time. You acknowledge that PDM has the right, but no obligation, to make modifications to the Site including in response to your Feedback. You acknowledge that PDM is not obligated to provide you with any particular services or support during the Test Period.

Acknowledgment. YOU ACKNOWLEDGE AND AGREE THAT: (A) THE SITE HAS NOT BEEN RELEASED PUBLICLY FOR USE AND MAY NOT OPERATE PROPERLY OR BE FULLY FUNCTIONAL AND MAY CONTAIN ERRORS AND OTHER PROBLEMS, INCLUDING POTENTIAL VULNERABILITIES (SUCH AS LACK OF OR INSECURE ENCRYPTION AND OTHER SECURITY VULNERABILITIES) AND OTHER SITE PERFORMANCE AND SECURITY ISSUES AND FLAWS SO THAT USE OF THE SITE MAY RESULT IN UNEXPECTED RESULTS, LOSS OF DATA, OR OTHER DAMAGE OR LOSS; (B) PDM IS UNDER NO OBLIGATION TO RELEASE A LATER VERSION OF THE SITE; (C) YOU SHOULD NOT RELY ON THE SITE FOR ANY REASON AND YOU ARE SOLELY RESPONSIBLE FOR MAINTAINING AND PROTECTING ALL DATA AND INFORMATION THAT IS UPLOADED, DOWNLOADED, STORED, OR OTHERWISE PROCESSED IN CONNECTION WITH THE SITE ; AND (D) YOU ARE SOLELY RESPONSIBLE FOR ANY COSTS REQUIRED TO BACKUP AND RESTORE ANY DATA, INFORMATION, OR CONTENT THAT MAY BE LOST OR CORRUPTED RESULTING FROM USE OF THE SITE.

READ CAREFULLY - WAIVERS. WITH RESPECT TO ANY CLAIM CONCERNING THIS AGREEMENT AND TESTING ON THE SITE, YOU HEREBY WAIVE ANY RIGHT: (A) TO A TRIAL BY JURY; AND (B) TO PARTICIPATE IN A CLASS, COLLECTIVE, OR OTHER JOINT ACTION WITH OTHERS. NOTWITHSTANDING THIS PROVISION, EITHER PARTY MAY BRING QUALIFYING CLAIMS IN SMALL CLAIMS COURT.

TERMS OF USE

Last Updated: July 14, 2021

Welcome to our website operated by Prosperity Digital Marketplace, LLC (“PDM,” “we,” “our,” “us”) (“Site”). These Terms of Use (“Terms”), which include our Privacy Policy, govern your use of our Site and services offered through our Site (“Services”).

By using our Site, you agree to these Terms, so please read them carefully. We may update these Terms from time to time, so please check back regularly.By using our Site after we have posted an update, you agree to the updated Terms. If you do not accept these Terms you do not have permission to use our Site. If you do not satisfy applicable eligibility requirements, you may not be able to use certain features of our Site or Services.

There are areas of our Site where you are required to click agreement to these Terms (and, as applicable, additional terms which are hereby incorporated in these Terms); when you do so, you: (A) acknowledge that you have read, understood, and agreed to be bound by these Terms; and (B) represent and warrant that you meet all eligibility requirements for using the particular features or Services.

If you are using our Site or any Services on behalf of an entity, you are agreeing to these Terms for that entity and are representing that you have authority to bind that entity to these Terms (in which case “you” refers to you and the entity).

Site Content

Copyright

Content on our Site (“Site Content”) is protected by copyright owned by PDM and our licensors. Except where indicated otherwise, you may use the Site Content solely for your limited, personal, non-commercial use. You may not alter the Site Content or remove any trademark, copyright, or other notices displayed on the Site Content. To inquire about obtaining permission to use any Site Content for other purposes, please contact us at [email protected].

Digital Millennium Copyright Act

If we believe anyone has posted content to the Site that may be infringing someone’s intellectual property rights, we reserve the right to remove the content. If we believe someone is repeatedly infringing, we will terminate that user’s access rights. If you believe someone has posted your copyright-protected content without your authorization, please send a written notice with the information below to our Designated Copyright Agent identified below:

  1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
  2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works to be covered by a single notification, a representative list of such works.
  3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and information reasonably sufficient to permit us to locate the material.
  4. Information reasonably sufficient to permit us to contact you (including address, telephone number, and, if available, email address).
  5. A statement that you have a good faith belief that the material is not authorized by the copyright owner, its agent, or the law.
  6. A statement that the information in your notice is accurate and, under penalty of perjury, that you are authorized to make the complaint on behalf of the owner of an exclusive right that is allegedly infringed.

Copyright Agent: Prosperity Digital Marketplace, LLC
301 Main St
Danbury
Connecticut, 06810
Attn: Copyright Agent

Or

Email: [email protected]

Trademarks

Our Site displays the marks Prosperi-Key and Prosperi-Key logo and other trademarks, service marks, logos, slogans, and indicators of source (“Trademarks”) owned by PDM and our partners, sponsors, and other third parties. You may not use Trademarks without the Trademark owner’s prior written consent in each case. Specifically, you may not use our Trademarks in any manner that implies we sponsor, endorse or are otherwise the source of or affiliated with a product, service, entity, or activity or in a manner that would be likely to cause confusion among the public.

Registered Members / Accounts

To access certain Services and features on our Site, you must meet eligibility criteria related to the charitable purpose of our Site and create an account to be a “Registered Member” or “Key Member”. Each Registered Member or Key Member may have only one account. By creating an account, you warrant that you will: (A) provide accurate, truthful, and complete information (e.g., personal, income, and household information) and promptly update your information if it changes, including any information that alters your eligibility; and (B) keep your access credentials confidential and secure. If you provide false information or do not promptly update your information, this may affect your access to goods and services and other benefits. You are solely responsible for activity that occurs under your account, and you agree to notify us immediately if you become aware of any actual or attempted unauthorized use of your account. We reserve the right, in our sole discretion, with or without notice, to suspend or terminate access to your account at any time.

Partners / Sponsors

If you wish to become a partner or sponsor on the Site, you must enter into a partner or sponsor agreement and comply with all Platform Terms (as defined in those agreements). If you are interested, please contact us at [email protected].

Affiliate Programs

From time to time, we may participate in affiliate programs that will offer Registered Members certain benefits in support of our Site’s mission. If a Registered Member links from our Site to the affiliate’s website, we may receive a referral fee

Privacy

Please read our Privacy Policy carefully as you agree to its terms when you use our Site.

Third-Party Sites / Social Media and Third-Party Services

Our Site contains links to websites controlled by third parties such as our partners who offer goods and services (“Third-Party Sites”). Third-Party Sites may include social media platforms and features. We are not responsible for Third-Party Sites or their content, activities or privacy practices. Any information you share or actions you take on Third-Party Sites are governed by their respective terms of use and privacy policies, which you should review carefully to learn about their practices. By including links, we do not endorse Third-Party Sites, their content, or any associated organization or activity. We make no representation or warranty whatsoever about the nature of Third-Party Sites and if you decide to access any other websites linked to or from our Site, you do so entirely at your own risk.

While our Site displays a variety of resources, services, and assistance, including a marketplace, many of these are offered directly by third-party providers rather than PDM. In those instances, PDM is not a party to any transaction or contract between you and the applicable provider. While PDM helps facilitate your introduction to third-party providers, PDM has no control over their products or services and makes no guarantees about them.

Frames; Metatags

Unless you obtain our prior written consent in each case, you may not: (A) frame any Site Content; or (B) use metatags or any other “hidden text” that incorporates our Trademarks or other marks confusingly similar to our Trademarks.

Disclaimers

OUR SITE, SITE CONTENT, AND ALL SERVICES AVAILABLE THROUGH OUR SITE ARE AVAILABLE “AS IS” AND “AS AVAILABLE.” WE MAKE NO REPRESENTATIONS OR WARRANTIES: (A) THAT THE SITE, SITE CONTENT, OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; (B) ABOUT THE ACCURACY, COMPLETENESS, RELIABILITY, OR NON-INFRINGEMENT OF THE SITE, SITE CONTENT, OR ANY PRODUCTS OR SERVICES AVAILABLE THROUGH LINKS TO THIRD-PARTY SITES. IF YOU RELY ON OUR SITE, SITE CONTENT, OR SERVICES YOU DO SO ENTIRELY AT YOUR OWN RISK.

WE DO NOT OFFER ANY EXPRESS OR IMPLIED WARRANTIES REGARDING THE SITE, SITE CONTENT, OR SERVICES INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE (EVEN IF THAT PURPOSE HAS BEEN DISCLOSED), AND DISCLAIM SUCH WARRANTIES TO THE MAXIMUM EXTENT PERMITTED UNDER LAW.

ALTHOUGH WE INTEND TO TAKE REASONABLE STEPS TO PREVENT THE INTRODUCTION OF VIRUSES, WORMS, “TROJAN HORSES,” OR OTHER MALICIOUS CODE TO THE SITE, WE DO NOT GUARANTEE OR WARRANT THAT THE SITE, SITE CONTENT, OR SERVICES ARE FREE FROM SUCH DESTRUCTIVE FEATURES. WE ARE NOT LIABLE FOR ANY DAMAGES OR HARM ATTRIBUTABLE TO SUCH FEATURES.

Limitation of Liability

PDM AND ITS TRUSTEES, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, REPRESENTATIVES, AGENTS, ADVISORS AND VOLUNTEERS ARE NOT LIABLE FOR ANY CLAIM OF ANY NATURE WHATSOEVER FOR ANY LOSS OR INJURY BASED ON USE OF, OR INABILITY TO USE, THE SITE, SITE CONTENT OR SERVICES (E.G., ARISING FROM ERRORS, OMISSIONS, INTERRUPTIONS, OR INACCURACIES OR OTHERWISE) INCLUDING LOSS OR INJURY FROM YOUR BREACH OF THESE TERMS.

UNDER NO CIRCUMSTANCES WILL PDM OR ITS TRUSTEES, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, REPRESENTATIVES, AGENTS, ADVISORS OR VOLUNTEERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING MONETARY LOSSES, LOST REVENUES OR PROFITS, OR LOSS OF DATA) ARISING FROM YOUR USE OF THE SITE, SITE CONTENT, OR SERVICES WHETHER BASED UPON TORT (INCLUDING NEGLIGENCE), CONTRACT, OR ANY OTHER LEGAL OR EQUITABLE THEORY. OUR AGGREGATE LIABILITY TO YOU FOR ANY USE OF, OR INABILITY TO USE, THE SITE, SITE CONTENT AND SERVICES IS LIMITED TO $25. SOME STATES DO NOT ALLOW THE LIMITATION OF LIABILITY FOR THESE KINDS OF DAMAGES, SO THESE LIMITATIONS MAY NOT APPLY TO YOU.

Modification or Termination of our Site, Site Content or Services

We may change, suspend or discontinue any aspect of our Site, Site Content or Services or impose limits on certain Site Content or Services or your access to them without notice or liability at any time.

General

These Terms (which includes the Privacy Policy) are governed by applicable federal laws and the laws of the State of Connecticut applicable to agreements made and completely performed there. The Site Content, Links to Third-Party Sites, Disclaimers, Limitation of Liability, Indemnification, and General sections of these Terms (along with any other provision that by their terms contemplate survival) survive any termination of these Terms and our Site. You irrevocably agree to bring any claim or dispute relating to your use of our Site and these Terms exclusively in the state and federal courts located in Fairfield County, Connecticut, to submit to the exclusive jurisdiction of those courts, and to waive any objection to those courts based on an inconvenient forum or any other reason. Section headings are for convenience only and should not be used to interpret any provision. The word “including” in these Terms is illustrative and means “including, but not limited to.” The failure of PDM to exercise or enforce any right or provision of the Terms will not constitute a waiver of any right or provision. If a court of competent jurisdiction determines that any provision of these Terms is unenforceable for any reason, then that provision will be deleted, and the remaining provisions will be enforceable to the fullest extent permitted by law.

Questions

Please email us at [email protected] with any questions you may have about these Terms.