Effective August 15th, 2024

 

We appreciate your usage of the MH Alliance Group websites. These Terms of Use (“Terms” or “Agreement”) constitute a legal contract between you and the MH Alliance LLC, in conjunction with its associated entities, collectively referred to as (“MHA,” “we,” “our,” or “us”). This agreement governs your utilization of all the text, data, information, software, graphics, photographs, and more that we and our affiliates may make accessible to you (collectively referred to as “Documentation”), inclusive of our websites and any services, plug-ins, software, or other Downloadable Tools (as defined below) that we may offer through any of our websites (collectively referred to as the “Platform” or “Website” and together with the Materials, these “Service(s)”). MHA “Users” are individuals who have created an MHA account (also referred to as “Member(s)”), and MHA “Invitees” are individuals who have scheduled a meeting with an MHA User but may or may not have registered with MHA. An MHA “Viewer” is an individual who visits the MHA Websites but may or may not be an MHA User or MHA Invitee.

 

If you are agreeing to these Terms on behalf of a company or other organization, you hereby represent and warrant that you are authorized to enter into these Terms on behalf of such company or other organization (“Authorized User”).

 

PLEASE REVIEW THESE TERMS OF USE METICULOUSLY PRIOR TO NAVIGATING THIS WEBSITE. YOUR UTILIZATION OF THESE SERVICES SIGNIFIES THAT YOU HAVE READ AND ACCEPTED THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, YOU ARE PROHIBITED FROM USING THESE SERVICES. PLEASE NOTE THAT THESE TERMS INCLUDE A DISPUTE RESOLUTION AND ARBITRATION PROVISION, ENCOMPASSING A CLASS ACTION WAIVER THAT IMPACTS YOUR RIGHTS UNDER THESE TERMS AND WITH RESPECT TO ANY DISPUTES YOU MAY HAVE WITH MHA.

 

IF YOU ARE A MHA MEMBER, AUTHORIZED USER, VIEWER, OR INVITEE LOCATED IN THE EUROPEAN ECONOMIC AREA, SWITZERLAND, OR THE UNITED KINGDOM, PLEASE BE AWARE THAT THE DATA PROCESSING ADDENDUM ACCOMPANIES THESE TERMS AND STIPULATES ADDITIONAL TERMS OF OUR AGREEMENT THAT APPLY EXCLUSIVELY TO THE EXTENT ANY INFORMATION YOU PROVIDE TO MHA INCLUDES PERSONAL DATA OF INDIVIDUALS LOCATED IN THE EUROPEAN ECONOMIC AREA, SWITZERLAND, AND THE UNITED KINGDOM.

 

 

Scope

The services that may be provided by MHA are designed to facilitate periodic meetings and events. Your access and utilization of these services are strictly governed by these Terms. It is important to note that these Terms regulate your use of the services, including but not limited to, the procedure through which your Invitees schedule appointments with you.

 

When leveraging the features of the services, you are subject to any agreements, policies, or guidelines pertinent to such features that may be posted intermittently. All such agreements, policies, or guidelines, inclusive of the Privacy Notice, the End User License Agreement, and the Data Processing Addendum (as applicable), are hereby integrated by reference into these Terms.

 

General Use

We cordially invite you to utilize these Services for your personal purposes and not for the purposes of reselling, referred to as “Permitted Purposes”.

 

In accordance with these Terms, we grant you a limited, personal, non-exclusive, and non-transferable license to use and display the Documentation. Additionally, we grant you a limited, personal, non-exclusive, and non-transferable right to access and use the Service following the establishment of a Free Account or Paid Account as detailed below. You possess no other rights in the Service and shall not use the Services for any purposes beyond the scope of the access granted in this Agreement. At no time shall a Member, directly or indirectly, and to the extent a Member is a company or other organization, permit any Authorized Users to:

1. Copy, modify, or create derivative works of the Services or Documentation, in whole or in part;

2. Rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services or Documentation;

3. Reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part;

4. Remove any proprietary notices from the Services or Documentation; or

5. Knowingly use the Services or Documentation in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.

 

If you make copies of any portion of this Website while engaging in Permitted Purposes, then you agree to retain on these copies all of our copyright and other proprietary notices as they appear on this Website.

 

Subject to these Terms, we also grant you a limited, personal, non-exclusive, non-transferable license to download, install, and operate any plug-ins, software, information, or other content that we may have specifically identified within the Website as available for download solely in connection with accessing the Website, including, but not limited to, relevant MHA browser extensions (“Downloadable Tools”). Such Downloadable Tools are also subject to the additional terms provided to you upon download, including without limitation our End User License Agreement.

 

Our Service is not intended for and may not be used by individuals under 13 years of age except as provided by the Educational Use Section of these Terms. By registering for an MHA account, you affirm that you are at least 18 years of age, and you are responsible for ensuring that all MHA Users and Invitees are at least 13 years old. Creating an account with false information constitutes a violation of our Terms, including creating an account on behalf of others or persons under the age of 18.

 

Educational Use

Children under the age of 13 are permitted to use the Services solely under an account established by their parent/guardian or school/educator, and are expressly prohibited from using the Services in any other manner. If you are a school or educator in the United States and wish for your students to use the Services, you, as a Member, bear the responsibility of complying with the U.S. Family Educational Rights and Privacy Act (“FERPA”) and the Children’s Online Privacy Protection Act of 1998, along with its rules (collectively referred to as “COPPA”).

 

Insofar as MHA has access to “education records,” as defined by FERPA and its implementing regulations, it is deemed to function as a “school official” with “legitimate educational interests” in fulfilling its responsibilities under this Agreement. Both parties concur that you maintain “direct control” over the use of “education records,” as these terms are defined under FERPA. MHA agrees to comply with its obligations under FERPA, including but not limited to the limitations on re-disclosure of personally identifiable information from education records stipulated in FERPA and with the terms set forth below.

 

This implies that you are required to notify the parents/guardians of those students about the personally identifiable information that you will collect and share with us, and obtain parental/guardian consent prior to the students signing up or using the Services. When obtaining such consent, you are required to provide parents/guardians with a copy of our Privacy Policies, inclusive of our FERPA and COPPA Privacy Policy. You must retain all consents on file and provide them to us upon request. Additionally, you bear the responsibility of verifying the student-parent relationship and ensuring compliance with the right of a parent to review personal information provided by the child. You are required to comply with such requirements by requesting and providing MHA with a data subject request for the aforementioned data, or any changes to such data requested by the parent, and providing the data to the parent after verification of the student-parent relationship. If you are located outside of the United States, MHA will rely upon you to obtain any required consents or approvals from the parent or guardian of any student covered by similar laws and, as a condition to your and your students’ use of the Services, you are required to comply with such laws.

 

Account Setup

To utilize the Website, you may be required to establish an MHA account. You have the option to create either a complimentary account (“Free Account”) or a subscription-based account (“Paid Account”). MHA authorizes each user to set up only one Free Account. MHA reserves the right to terminate any additional Free Accounts created by you and any Free Accounts that have remained inactive for a period exceeding six months.

Upon account creation, we gather registration-related information, which encompasses your email address and your name. Upon submission of the requisite registration information, the approval of your proposed account is at our sole discretion. If approved, you will receive an email containing instructions on how to finalize your registration. As long as you utilize the account, you agree to provide accurate, current, and complete information, which can be achieved by logging into your account and making the necessary changes directly. You are responsible for adhering to these Terms when accessing this Website, whether directly or through any account that you may establish on or through this Website. As it is your account, it is your responsibility to procure and maintain all equipment and services needed for access to and use of this Website, as well as settling any related charges. You agree to select a robust and secure password(s) and maintain the confidentiality of your password(s), including any password of a third-party site that we may permit you to use to access this Website. In the event of a security breach or compromised password related to this Website, you must immediately notify us at support@mhalliance.net.

 

MHA or our billing processors collect your billing information when you upgrade to a Paid Account. All information is safeguarded in accordance with our Privacy Notice.

 

While you retain ownership of your account, MHA maintains control over the URL(s) assigned to your account and may alter or deactivate the URL(s) without prior notice. If another entity (such as an employer) finances your account for your use, they hold the right to control, manage, and receive reports on your use of the Paid Account. However, the entity paying for your account does not possess rights or access to your separate, personal account(s) that are not funded or managed by them.

 

 

Subscription Period and Subscription Fees

You hereby consent to remit all fees pertinent to your utilization of the paid services offered by this Website. A detailed pricing structure will be accessible via a designated pricing page. By submitting a payment method, you explicitly grant us the authority to levy the corresponding fees on the provided payment method, including any applicable taxes and additional charges that may accrue, contingent upon your specific subscription plan and the services availed. The duration of subscription for Paid Accounts may be on a monthly basis, annually, or for another specified term as elaborated on our forthcoming pricing page.

 

Paid Accounts incur charges based on the selected account category. For subscription renewals, MHA will automatically process payments using your payment method for an amount equivalent to the prevailing rate for your account type, inclusive of applicable taxes. Each subsequent Renewal Term is subject to an increment not exceeding the Consumer Price Index (“CPI”) plus 3%, unless a different rate is communicated prior to the commencement of each Renewal Term. All transactions are final and non-refundable. In instances where payment methods involve third-party services, you acknowledge that MHA bears no responsibility for any actions or inactions by such third parties. If necessary, you commit to keeping your billing information up-to-date.

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BY ESTABLISHING A PAID ACCOUNT WITH MHA, YOU AGREE TO PERMIT MHA TO INITIATE CHARGES TO YOUR PAYMENT METHOD THROUGH ITS OWN CHANNELS OR VIA THIRD-PARTY PAYMENT PROCESSORS FOR THE DUE AMOUNTS PERTAINING TO YOUR INITIAL SUBSCRIPTION TERM AS WELL AS FOR FUTURE SUBSCRIPTION PERIODS UNTIL SUCH TIME THAT YOUR ACCOUNT IS EITHER CANCELED OR DISCONTINUED. YOU ARE ADVISED TO RETAIN A PRINTED COPY OF THESE TERMS AND CONDITIONS FOR YOUR RECORDS.

 

 

Renewal/Cancellation

Paid Accounts are set to renew automatically for the identical subscription duration unless you terminate the account prior to the conclusion of the current subscription period. Account cancellation can be performed at any time within the MHA application by navigating to the “billing” page, accessible under the “account” dropdown menu. The cancellation will take effect immediately. Please be aware that following the cancellation of your account, you may lose the ability to use or access the Platform, and you will not be eligible for a refund of any fees previously paid.

 

Legal Compliance

You hereby agree to adhere to all relevant local and international laws, statutes, ordinances, and regulations in relation to your use of our Website. MHA retains the right to probe into complaints or reported breaches of our Terms and to take any action we deem suitable. This may include, but is not limited to, the termination of your User account, reporting any suspected illegal activity to law enforcement authorities, regulators, or other third parties, and disclosing any information deemed necessary or appropriate to such entities. This information may relate to your profile, email addresses, usage history, posted materials, IP addresses, and traffic information, as permitted under our Privacy Notice. In the event that you become aware of any unauthorized or illegal use of the Website, you agree to notify MHA promptly.

 

Intellectual Property

Our Services may feature our service marks or trademarks, as well as those of our affiliates or other companies, represented through text, graphics, and logos. Additionally, any intellectual property made available to a Member or any Authorized User in association with the Services (“MHA IP”) is included. Utilization of our Services does not imply the granting of any rights or licenses for you to employ such service marks/trademarks. Our Website is safeguarded by international copyright laws. Engaging in the copying, redistribution, use, or publication by you of any part of our Website is categorically forbidden. Accessing our Services does not confer upon you any ownership rights whatsoever in relation to our Website or Materials. MHA retains all rights that are not explicitly conferred upon a Member within this Agreement. Other than the specific rights and licenses unequivocally granted herein, this Agreement does not bestow—whether by implication, forbearance, estoppel or otherwise—any intellectual property rights or other right, title, or interest in the MHA IP to a Member or any third party.

 

 

Notices and Messages

By utilizing the Services, you are granting permission to receive electronic communications from our organization. These communications may encompass notifications regarding relevant fees and charges, transactional data, and other pertinent details associated with the Services. Such communications are an integral aspect of your engagement with our organization. When you arrange a meeting as an Invitee with a Member of Mental Health Association (MHA), you are giving your assent to obtain transactional emails linked to the scheduled meeting, which may include booking confirmations and reminder notices. Additionally, if you opt to provide your mobile number for text message alerts as an Invitee, it is understood that you are consenting to receive SMS messages from MHA pertaining to the arranged meeting with a Member of MHA.

 

You acknowledge that any electronic notices, contracts, disclosures, or other forms of communication dispatched by us will fulfill all legal requirements for communication, including the mandate that such interactions be documented in writing. You commit to maintaining current contact details and managing your email preferences to ensure receipt of our emails at your discretion and as deemed necessary. If you choose to utilize SMS notifications as an Invitee or Member of MHA in accordance with this agreement, you also agree to adhere to the terms and conditions set forth by our chosen SMS service provider for sending and receiving such messages.

 

Links to Other Websites

Our Website may feature links to external websites. These links are provided for your convenience only. The presence of these links does not imply any association, partnership, or endorsement of the third-party websites. Furthermore, MHA does not have any control over the legal documents and privacy practices of these third-party websites. By accessing them, you may be allowing these third parties to use or manage your information in ways that MHA does not endorse. Therefore, any interaction with these third-party websites is undertaken at your own risk.

 

Forums

Certain sections of this Website are accessible to the public and provide a platform for interaction with others, such as the MHA blog and the idea portal, collectively referred to as “Forums”. These Forums may allow you to post various types of content, including feedback, information, data, text, software, messages, or other materials (“Submissions”). We greatly appreciate contributions from our Users and Invitees; your input is invaluable in enhancing the MHA experience for everyone. By submitting any content through these channels or directly to us, you grant us unrestricted use of your Submissions without any form of compensation.

 

Please be aware that any content shared within a Forum may be accessible by other users who can read, collect, and utilize such information. Should you wish to have your personal information removed from a Forum, please reach out to support@mhalliance.net. While we strive to accommodate such requests, there may be instances where removal is not feasible. In such cases, we will communicate the reasons for our inability to do so.

 

You acknowledge that you bear full responsibility for your Submissions which are deemed non-confidential and non-proprietary. Participation in Forums implies acceptance that your Submissions are publicly visible. MHA does not necessarily endorse user Submissions nor do we commit to pre-screening them; however we reserve the right to do so at our discretion. It is important to note that you may find other users’ Submissions objectionable or offensive. We also cannot assure the ability to modify or retract any Submission once posted.

 

By making a Submission, you affirm that you possess all necessary rights over said content; it does not infringe upon third-party rights; complies with applicable laws and regulations; and adheres to standards of decency.

 

In submitting content, you bestow upon us an irrevocable royalty-free license allowing us the freedom to copy, alter, publish and showcase your Submission in any manner deemed fit by us (including but not limited to incorporating it into our Website), as well as authorizing others’ use of it without limitations.

 

We reserve the right at our sole discretion not only regarding what gets published on our Forum but also in removing content with or without prior notification.

 

Unauthorized Activities

We grant you permission to use these Services strictly for the purposes permitted. Any usage beyond the permitted purposes is prohibited and may constitute unauthorized use, potentially resulting in the violation of various United States and international copyright laws, termination of your MHA account, or restriction from accessing the Services. Unless you have express written permission from us, you are not authorized to use these Services in any of the following ways (please note that these are examples and do not constitute a comprehensive list of prohibited actions):

 

Prohibited uses of the Services include, but are not limited to:

• Creating a competing product, reselling, or brokering the Services to any third party;

 

• Modifying, publicly displaying, performing, reproducing, or distributing any part of the Services;

 

• Violating any applicable law or the Terms of this Agreement, including activities illegal in the jurisdiction where the User, Invitee, and/or Authorized User is located;

 

• Stalking, harassing, spamming, or causing harm to individuals, organizations, or businesses;

 

• Disclosing information without proper authorization;

 

• Impersonating any person or entity, misrepresenting personal data, or falsely representing affiliation with a person or entity;

 

• Interfering with or disrupting the Services or servers or networks connected to the Services;

 

• Using data mining, robots, or similar data gathering or extraction methods in connection with the Services;

 

• Spreading viruses, worms, or other malicious code that may damage computer systems;

 

• Attempting unauthorized access to any part of the Services or associated accounts and networks through hacking or other means;

 

• Submitting Payment Card Industry data without authorized MHA payment integration mechanisms;

 

• Revealing information protected under privacy laws such as California Member Records statute (Cal. Civ. Code § 1798.80(e)) which includes sensitive personal details like medical history;

 

• Disclosing protected classification characteristics as defined by relevant legislation including age (40 years+), race etc.;

 

• Disclosing biometric information defined under relevant laws as ‘special categories of data’ under EU Data Protection Laws.

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Fair Use Policy

MHA’s Fair Use Policy is an extension of our existing usage restrictions, designed to ensure equitable service use for all members. Some features, such as notifications, may be consolidated and dispatched from a limited number of email addresses or phone numbers, indicating concurrent use by multiple members. If a single member imposes an unusually high demand on the services, it could negatively impact the experience for other users.

 

While the majority of our members use the service considerately without adversely affecting service capacity, the actions of a small number of members who misuse the service can significantly impact the service for others.

 

We continuously monitor members’ use of certain features, such as SMS notifications. If a member generates an exceptionally high load over a short period, MHA reserves the right to limit usage, suspend access, or impose fees for excessive usage to safeguard our platform and the usage experience of other members. This policy primarily affects members who consistently generate an exceptionally high load over an extended period.

                  

Beta Features

MHA periodically provides access to beta or trial features. The usage of these features is subject to the Beta Terms, a link to which will be provided and is hereby incorporated into this agreement.

 

Indemnification

You, as a user, bear sole responsibility for any breach of these Terms. You agree to indemnify MHA, including its parent companies, subsidiaries, affiliates, officers, agents, employees, resellers, partners, and licensors, against any claim, demand, loss, or damages, inclusive of reasonable attorney fees (“Losses”), arising from any third-party claim, lawsuit, action, or proceeding (“Third-Party Claim”) that alleges that the Member Data, or its use in accordance with this Agreement, infringes upon such third party’s intellectual property rights or violates any applicable law or regulation. This also includes any Third-Party Claims based on (i) negligence or willful misconduct by the Member or any Authorized Users; (ii) use of the Services in a manner not authorized by this Agreement; (iii) use of the Services in conjunction with data, software, hardware, equipment, or technology not provided or authorized in writing by MHA; or (iv) alterations to the Services not made by MHA. It is stipulated that the Member may not settle any Third-Party Claim against MHA without MHA’s consent. Furthermore, MHA reserves the right to defend itself against any such Third-Party Claim or to participate in its defense through counsel of its own choosing.

 

 

Warranty Disclaimer

THE SERVICES PROVIDED BY MHA ARE OFFERED “AS IS”, AND MHA EXPRESSLY DISCLAIMS ALL WARRANTIES, BE THEY EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. MHA SPECIFICALLY RENOUNCES ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A SPECIFIC PURPOSE, TITLE, AND NON-INFRINGEMENT, AS WELL AS ALL WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. MHA PROVIDES NO WARRANTY THAT THE MHA IP, SERVICES, OR ANY PRODUCTS OR RESULTS DERIVED FROM THEIR USE WILL MEET THE REQUIREMENTS OF MEMBERS OR ANY OTHER INDIVIDUALS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR-FREE. MHA CATEGORICALLY DISCLAIMS ALL WARRANTIES CONCERNING ANY THIRD-PARTY INTEGRATIONS.

 

THIS IMPLIES THAT WE DO NOT GUARANTEE THAT THE SERVICES WILL BE DEVOID OF ISSUES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE PROVIDE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED. WE OFFER NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SERVICES OR FROM US OR OUR SUBSIDIARIES/OTHER AFFILIATED COMPANIES WILL CREATE ANY WARRANTY. WE RENOUNCE ALL EQUITABLE INDEMNITIES.

 

Limitation of Liability

MHA’S LIABILITY LIMITATIONS:

• GENERAL LIABILITY: MHA WILL NOT BE HELD ACCOUNTABLE FOR ANY DAMAGES THAT YOU OR OTHERS MAY INCUR AS A RESULT OF USING THE SERVICES, OR FROM DISPLAYING, COPYING, OR DOWNLOADING ANY MATERIALS TO OR FROM THE WEBSITE.

 

• SPECIFIC EXCLUSIONS: UNDER NO CIRCUMSTANCES WILL MHA BE HELD LIABLE UNDER THIS AGREEMENT, REGARDLESS OF THE LEGAL OR EQUITABLE THEORY, FOR ANY OF THE FOLLOWING:

  • CONSEQUENTIAL DAMAGES: CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES.

  • FINANCIAL LOSSES: INCREASED COSTS, DIMINISHED VALUE, OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS.

  • REPUTATION: LOSS OF GOODWILL OR REPUTATION.

  • DATA SECURITY: USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY.

  • REPLACEMENT COSTS: COST OF REPLACEMENT GOODS OR SERVICES.

 

THIS APPLIES REGARDLESS OF WHETHER MHA WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR IF SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE.

• AGGREGATE LIABILITY: IN NO EVENT WILL MHA’S TOTAL LIABILITY OR INDEMNIFICATION OBLIGATIONS ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY EXCEED THE GREATER OF:

  • THE AMOUNT PAID, IF ANY, BY YOU TO MHA IN CONNECTION WITH THESE TERMS IN THE TWELVE (12) MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY.

  • US $100.00.

 

• APPLICATION OF LIABILITY LIMITATIONS: THIS LIMITATION OF LIABILITY FORMS AN INTEGRAL PART OF THE AGREEMENT BETWEEN YOU AND MHA AND WILL APPLY TO ALL CLAIMS OF LIABILITY, EVEN IF MHA HAS BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE.

 

Local Laws; Export Control

Location and Compliance:

• Service Operation: Our services are managed and operated from our headquarters in the United States of America. The entirety of the services may not be suitable or available for use in other locations.

• User Responsibility: If you access the services from outside the United States of America, you bear sole responsibility for compliance with applicable local laws.

 

Export Control Laws:

• Compliance: Both you and MHA are required to comply with all relevant United States export control laws and regulations.

 

• Acknowledgement: You acknowledge that the services may be subject to the United States Export Administration Regulations.

 

• Restrictions: You confirm that you will not:

  1. Allow MHA Users or Invitees to access or use the services in a United States embargoed country.

  2. Permit MHA Users or Invitees who are listed on the U.S. Commerce Department’s Denied Persons, Entity, or Unverified Lists.

  3. Permit MHA Users or Invitees who are on the U.S. Treasury Department’s list of Specially Designated Nationals and Consolidated Sanctions list.

 

• Local Laws: You are responsible for complying with any local laws and regulations that may impact your right to import, export, access, or use the services.

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Dispute Resolution and Arbitration; Class Action Waiver

 

Please Review This Provision Carefully

This provision is designed to expedite and streamline the resolution of any disagreements that may emerge between you and our entity.

 

Definition of Dispute

For the purposes of this provision, “dispute” encompasses all conceivable legal claims against third parties related to services or products charged to you—this includes claims involving our licensors, suppliers, dealers, or third-party vendors—especially when such claims are concurrently pursued against us.

 

Resolution of Disputes

This specific clause stipulates that any conflicts between you and our organization shall be settled through binding arbitration. By consenting to these Terms, you effectively relinquish your right to pursue litigation and forego any chance for a hearing before a judge or jury.

 

Pre-Arbitration Claim Resolution

Prior to escalating any disputes, it is mandatory for us to be afforded the opportunity to rectify or settle the disagreement. This initial step requires sending an email with specific details: (1) your full name; (2) your residential address; (3) a detailed account of your claim; and (4) the precise remedy sought by you. Should we fail to resolve the dispute within 45 days post-receipt of your communication, you may then proceed with arbitration.

 

Arbitration Procedures

In instances where this clause applies and pre-arbitration resolution efforts prove unsuccessful, either party may initiate formal arbitration proceedings. Our legal team will oversee all disputes under such circumstances. The process will be conducted by an impartial arbitrator in an individualized manner rather than as part of class-wide proceedings. In case of any discrepancy between this provision and prevailing arbitration rules, this provision shall take precedence. Class action mechanisms are expressly excluded from these proceedings.

 

Class Action Waiver

Unless explicitly agreed upon post-initiation of arbitration by both parties involved in the dispute—namely you and MHA—the arbitrator has no authority to amalgamate multiple individuals’ claims or preside over any form of collective or representative proceedings.

 

Other

By accepting this clause within these Terms, both you and our organization mutually forfeit the right to a jury trial or a public court hearing. If any segment of this provision (excluding the Class Action Waiver clause) is deemed illegal or unenforceable, that segment will be detached from this provision, the remainder of which will continue to be fully effective. If the Class Action Waiver clause is deemed illegal or unenforceable, this entire provision will be rendered unenforceable, and the dispute will be adjudicated by a court. This provision will persist beyond the termination of your account with us or our affiliates and your discontinued use of this website. Despite any contrary provision in this Agreement, we concur that if we alter this provision (excluding a change to the Notice Address), you reserve the right to reject any such alteration and demand adherence to the original language of this provision in the event of a dispute.

 

 

General Terms

Direct Communication and Compliance

We believe that open and direct communication is key to resolving most issues. If we determine that you are not adhering to these Terms, we will likely inform you and may even suggest necessary corrective actions if possible. However, certain breaches of these Terms, as determined by us, may necessitate the immediate termination of your access to this Website without prior notice.

 

Governing Law

These Terms are governed by the Federal Arbitration Act, Texas state law, and applicable U.S. federal law, without regard to choice or conflicts of law provisions, to the fullest extent permitted by applicable law.

 

Jurisdiction

Except for disputes subject to arbitration as described above, any disputes relating to these Terms or this Website will be adjudicated in the courts located in Harris County, Texas.

 

Interpretation of Terms

If any of these Terms are deemed inconsistent with applicable law, such term(s) will be interpreted to reflect the intentions of the parties, and no other terms will be modified. Our decision not to enforce any of these Terms does not constitute a waiver of our rights.

 

Entire Agreement

These Terms, together with our Privacy Notice, End User License Agreement, FERPA COPPA Privacy Policy, and the Data Processing Addendum (as applicable), constitute the entire agreement between you and us, superseding all prior or contemporaneous negotiations, discussions, or agreements between MHA and you about the Services. Definitions found in the Privacy Notice, End User License Agreement, FERPA COPPA Privacy Policy, and Data Processing Addendum are hereby incorporated by reference into this Agreement. The rights of MHA under our Terms will survive the termination of this Agreement.

 

Additional Terms

No additional terms, conditions, consent, waiver, alteration, or modification shall be binding unless in writing and signed by both parties. Acceptance of any order by MHA is expressly limited to the terms and conditions of this Agreement. Any proposed additional or inconsistent terms or conditions, including those in or accompanying any Member proposal, any Member purchase order, or other agreement or any other Member document issued in connection with the sale or delivery of Products or Services is deemed by MHA to be a material alteration and is objected to and rejected by MHA. MHA’s acceptance of any orders will not constitute acceptance of any terms and conditions contained therein.

 

Limitation of Liability

MHA shall not be liable to the Member, or deemed to have breached this Agreement, for any failure or delay in performing its obligations under this Agreement, if and to the extent such failure or delay is caused by circumstances beyond MHA’s reasonable control, including but not limited to acts of God, flood, fire, earthquake, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, epidemics, contractor difficulties, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.

 

Disclosure and Use of Trademarks

Unless the Member has specifically notified MHA to the contrary in writing (including via email to support@mhalliance.net), MHA may disclose your company as a Member of MHA (if you use MHA for business purposes and/or use a business email address as your MHA User email address) and may use your company’s name and logo on the Website and in MHA’s promotional content in accordance with Member’s brand guidelines or related documentation if provided by Member. MHA will be granted a revocable, non-exclusive, non-sub-licensable, non-transferable, royalty-free right and license (the “Trademark License”) to use, display and reproduce such party’s name, logo, trademarks and service marks (the “Trademarks”). Both parties acknowledge that the other party’s Trademark is and will remain the exclusive property of such party.

 

Changes

MHA’s Terms of Service Updates

MHA reserves the right to modify these Terms of Service at any given time. Any such modifications will be effective immediately upon posting on our Website and, where appropriate, notification by email to the address provided by you. The Terms of Service are up-to-date as of the Effective Date indicated above.

 

Periodic Review

We encourage you to review this page periodically to stay informed of any changes. Your continued use of MHA’s services following the implementation of changes constitutes your acceptance of the revised Terms. It is therefore crucial that you regularly review our Terms to ensure your continued agreement.

 

Disagreement with Modifications

Should you disagree with any modifications made, your only option is to discontinue your use of this Website.

 

Changes to Services

Please note that MHA retains the right to alter any and all features of our Services at any time, without prior notice.

 

Canada

The parties involved hereby stipulate that these Terms and Conditions, along with all related documents, whether current or future, are to be composed exclusively in the English language. This requirement is also declared by the parties for any agreement and all associated documents, whether they pertain to the present or the future, to be drafted solely in the English language.

 

Contact Us

If you have any questions about these Terms or otherwise need to contact us for any reason, you can reach us here.