Agreement

Thank you for visiting the Western United States Agricultural Trade Association (WUSATA) Web Site (http://www.wusata.org) referred to herein as "WUSATA Web Site". In return for gaining access to the WUSATA Web Site and its contents and/or using the WUSATA Web Site, you agree to be bound, without limitation or qualification, by the terms set out below on this web page (http://www.wusata.org/policies/legal.html). These terms constitute a binding and enforceable agreement between you and WUSATA. Please carefully review this agreement before proceeding. If you do not intend to be legally bound by these terms and conditions, do not access or use the WUSATA Web Site or its contents. WUSATA reserves the right to change the terms of this agreement and to change the content of the WUSATA Web Site and to change its programs and projects at any time without notice and without liability. By accessing or using the WUSATA Web Site you agree to be bound prospectively to any such changes or revisions without notice to you. WUSATA also expressly reserves the right to deny you or any other person or entity access to the WUSATA Web Site or the content of WUSATA Web Site at any time. You also agree to not assign, transfer or sublicense your interest in this agreement without WUSATA's prior written permission. Headings in this document are intended to assist in its use and are not intended to be used in interpreting the agreement between you and WUSATA.

Copyright

The terms and conditions of this agreement include the content of the web page entitled "Copyright" (http://www.wusata.org/policies/copyright.html) as may be amended from time to time. In return for gaining access to the WUSATA Web Site and its contents and/or using the WUSATA Web Site, you agree to be bound, without limitation or qualification, by the terms set out on that web page. Please review the contents of that page and continue to update your review of that page over time to ensure you have the latest information on its contents

Your Communication with Us and Information You Give to Us

Your communication with us and information you provide to us in connection with the WUSATA Web Site are governed by the terms of the separate WUSATA Privacy Statement located at (http://www.wusata.org/policies/privacy.html). Please review the Privacy Statement associated with the WUSATA Web Site before proceeding further.

While WUSATA takes reasonable steps to safeguard and to prevent unauthorized access to your private information, we cannot be responsible for the acts of those who gain unauthorized access, and we make no warranty, express, implied, or otherwise, that we will prevent unauthorized access to your private information.

IN NO EVENT SHALL WUSATA, ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, MEMBERS OR ITS AFFILIATES BE LIABLE FOR ANY DAMAGES (WHETHER CONSEQUENTIAL, DIRECT, INCIDENTAL, INDIRECT, PUNITIVE, SPECIAL OR OTHERWISE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, A THIRD PARTY'S UNAUTHORIZED ACCESS TO YOUR INFORMATION, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, STRICT LIABILITY, TORT OR OTHER THEORIES OF LIABILITY, AND ALSO REGARDLESS OF WHETHER WUSATA WAS GIVEN ACTUAL OR CONSTRUCTIVE NOTICE THAT DAMAGES WERE POSSIBLE.

Your Account and Password

For use of certain services, we may provide you with a password. This password is proprietary to and the property of WUSATA. However, you must take precautions to insure the security of your password. WUSATA assumes no responsibility for, and will not be liable in the event that, another person or entity learns your password or uses your password to cause damage to you.

Your account information is owned by and proprietary to WUSATA. While you may access your account information through the WUSATA Web Site, you may not give access to your account to any person or entity other than a member of your company that you directly supervise as part of your career or employment or that supervises you as part of his or her career or employment. You may not give access to your account to any third party.

You must access your account information directly through the WUSATA Web Site and not through a third party web site. You violate this Agreement if you enable a WUSATA program or project participant to access account information without visiting the WUSATA Web Site.

Your Representations and Warranties to WUSATA

By using the WUSATA Web Site, you personally represent, warrant, certify and agree that you have the legal capacity and authority to bind yourself, and/or any entity which you may represent, in entering into this agreement and any resulting or associated agreements related to WUSATA programs or projects. You also personally represent, warrant and certify that the information you, or any entity you represent, provide to WUSATA by means of the WUSATA Web Site, or otherwise, is true, accurate and complete.

You are Agreeing to Indemnify WUSATA

You agree to indemnify, defend, and hold WUSATA and its affiliates and their officers, directors and employees harmless from and against any and all claims, demands, proceedings, suits and actions, including any related liabilities, obligations, losses, damages, deficiencies, penalties, taxes, levies, fines, judgments, settlements, expenses (including legal and accountants' fees and disbursements) and costs (collectively, "Claims"), based on, arising out of or resulting from your use of the WUSATA Web Site, including, without limitation, any Claims alleging facts that if true would constitute your breach of this Agreement.

There are Limitations on Your Right to Use the WUSATA Web Site

WUSATA provides the WUSATA Web Site solely to provide information on WUSATA programs and services, to allow requests for information about WUSATA programs and services, to apply for participation in WUSATA programs and services and to monitor status of applications and projects for proper use by authorized program participants under the terms of this Agreement, and for no other purposes.

If WUSATA determines that you have misused this Web Site, WUSATA may, without notice, cancel your ability to access certain information.

You agree that you will not misuse the WUSATA Web Site. "Misuse" includes, but is not limited to, using the WUSATA Web Site to do any of the following:

1. Discriminate on the basis of race, color, national origin, sex, religion, age, disability, political beliefs, sexual orientation, or marital or family status.
2. Distribute, disseminate, post, or publish any information or material that degrades, embarrasses, harasses, humiliates, intimidates, or threatens any individual or group of individuals on the basis of their race, color, national origin, sex, religion, age, disability, political beliefs, sexual orientation, or marital or family status or any other basis protected by federal, state, or local law or ordinance.
3. Abuse, defame, harass, stalk, threaten, or otherwise violate others' legal rights, including but not limited to rights of privacy and publicity.
4. Download or upload files that may damage the operation of another's computer, such as computer viruses, corrupt files, or similar software.
5. Download or upload files that contain materials, including but not limited to software that violate the intellectual property, privacy, or publicity rights of others unless you own, control, or have been authorized to exercise such rights.
6. Misrepresent or omit the origin or source of any file you download or upload.
7. Download or upload files that do not contain the posted proprietary language, author attributions, and/or copyright, patent, or trademark notices.
8. Distribute, disseminate, post, or publish any indecent, infringing, obscene, or unlawful information or material.
9. Engage in any purpose other than one legitimately related to the business of WUSATA.
10. Download, upload, post, send, or otherwise disclose or distribute confidential information, trade secrets, or other confidential and/or protected proprietary data of any entity or person, including but not limited to WUSATA, its members or any of their affiliates or any of the participants in their programs or projects.
11. Download or upload files that you know, or reasonably should know, cannot be legally distributed through the WUSATA Web Site.
12. Copy or create derivative works from, display, distribute, license, perform, publish, recreate, reproduce, sell, transfer, or transmit any information, products, services, or software obtained by, from, or through the WUSATA Web Site.
13. Monitor or copy any content by using any manual process, or any robot, spider, or other automatic device, without first obtaining WUSATA's prior written consent.
14. Act as an agent or attorney in fact for any person
15. Take any action that will or could impose an unreasonable or disproportionately large load on our Web Site infrastructure.
16. Access information about any person or entity protected by site log-in and post it on any other web site, with or without that person or entity's consent.
17. Utilize another person or entity's password or personal identification number during log-in, unless you are an employee of that person or entity and acting with the full authority and permission from that person or entity.
18. Engage in any other conduct that is, or that WUSATA deems to be, in conflict with this agreement, WUSATA's purposes or goals or the laws or regulations under which WUSATA operates.

No Warranty by WUSATA

The WUSATA Web Site may contain inaccuracies and/or typographical errors. WUSATA may alter, change or improve the WUSATA Web Site at any time and without notice. WUSATA makes no representations or warranties as to the WUSATA Web Site's completeness or accuracy, and makes no commitment to update the WUSATA Web Site. WUSATA makes no representations about the WUSATA Web Site's suitability for any purpose.

YOU USE THE WEB SITE AT YOUR OWN RISK. THE CONTENT IS PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF EXPECTATION OF PRIVACY, FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, NON-INFRINGEMENT OR TITLE. IN NO EVENT SHALL WUSATA OR ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS OR MEMBERS BE LIABLE FOR ANY DAMAGES (WHETHER CONSEQUENTIAL, DIRECT, INCIDENTAL, INDIRECT, PUNITIVE, SPECIAL OR OTHERWISE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, THE USE OF OR INABILITY TO USE THE WEB SITE OR FOR ANY OF THE CONTENT OBTAINED THROUGH OR OTHERWISE IN CONNECTION WITH THE WEB SITE, IN EACH CASE REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, STRICT LIABILITY, TORT OR OTHER THEORIES OF LIABILITY, AND ALSO REGARDLESS OF WHETHER WUSATA WAS GIVEN ACTUAL OR CONSTRUCTIVE NOTICE THAT DAMAGES WERE POSSIBLE.

WUSATA neither warrants nor represents that your use of information or material on the WUSATA Web Site will not infringe upon the intellectual property rights of third parties. WUSATA shall not be liable for any virus or other damage to your computer equipment or other property due to your accessing, browsing, or using the WUSATA Web Site or due to your downloading any audio, data, images, materials, pictures, text or video from the WUSATA Web Site. Because WUSATA provides services and products in many parts of the world, the WUSATA Web Site may refer to certain programs, projects, goods, products, and/or services that are not available in your area. A reference to programs, projects, goods, products, and/or services without limiting their geographic scope does not imply that WUSATA offers or intends to offer those programs, projects, goods, products, and/or services in all locations.

Links

The WUSATA Web Site may provide hyperlinks or references to other web sites. While WUSATA endeavors to provide links only to web sites that are reputable and safe, we take no responsibility for the information, products, or services obtained on such other web sites and will not be liable for any damages arising from your access to such web sites. WUSATA provides any such links to other web sites merely for your convenience and our inclusion of such links and frames in the WUSATA Web Site does not imply an endorsement of the linked or framed web sites, their content, or the persons or entities operating those web sites. Therefore, you assume sole responsibility for using links or pointers to third parties.

WUSATA specifically denies you permission to hyperlink or provide references to the WUSATA Web Site, unless you are allowed to do so under permission from WUSATA. You are also denied permission to use any trademarked or copyrighted material to provide such hyperlinks or references, unless you are allowed to do so under permission from WUSATA. WUSATA bears no responsibility for web sites that provide hyperlinks or references to the WUSATA Web Site unless those web sites are operated by WUSATA.

Unsolicited Information or Proposals

WUSATA does not accept or consider unsolicited proposals related to its business, including but not limited to proposals for advertising campaigns, logos, names, processes, products, promotions, services, slogans, and technologies. WUSATA therefore requests that you not send such proposals. Please also refrain from sending original creative artwork, blueprints, demonstratives, designs, layouts, photographs, or samples. WUSATA has adopted this policy to prevent claims that we have copied such unsolicited ideas without authorization, when, in fact, we developed the idea independent of, or even long before, receiving the unsolicited proposal. If you do send us unsolicited proposals, then do so with the understanding that WUSATA may use any concepts, ideas, inventions, know-how, or techniques that you disclose in those communications for any purpose, including the developing, manufacturing, and/or marketing of goods, products, or services. WUSATA may do so free of any obligation to compensate you for that use.

Monitoring and Use of Web-Based Interactive Communications

The WUSATA Web Site may provide you the ability to interactively communicate with WUSATA and others. You may use these functions only for business purposes related to the WUSATA Web Site. For quality assurance purposes, WUSATA may monitor, record, and/or transcribe the contents of these communications. By contacting WUSATA, you agree that the communication may be monitored, recorded, and/or transcribed and you consent to the monitoring, recording, and/or transcribing. Such records may be kept indefinitely or disposed of at our discretion.

WUSATA reserves the right to remove at will and without notice any content on the WUSATA Web Site, including anything recorded as a result of any communication involving the WUSATA Web Site. You understand that any use by you of a communication format provided by the WUSATA Web Site constitutes a public communication. You understand that WUSATA owns any and all information or material that you provide via interactive communication. You agree that you waive all of the rights you have to any information or material that you provide via interactive communication. WUSATA has the right to do whatever it wishes with that information or material, including but not limited to deleting or editing for any reason any interactive communication. You further acknowledge that WUSATA does not endorse or sponsor any information or material generated by interactive communication users, and that WUSATA has no responsibility to approve, review, or screen such information or material.

Jurisdiction

This agreement is made and entered into in the City of Vancouver, Clark County, Washington. The provisions of this Agreement shall be governed by and interpreted in accordance with the laws of the State of Washington without regard to conflicts of law principles. The jurisdiction and venue for any litigation, arbitration or other legal proceeding involving, relating to or arising out of this Agreement shall lie exclusively in the state or federal court in Vancouver, Washington. You agree and understand that you will not bring against WUSATA or its members, or any of their affiliated entities, or any of their agents, directors, employees, and/or officers any class action lawsuit related to your access to, dealings with, or use of the WUSATA Web Site.

Entire Agreement

This Agreement constitutes the entire agreement governing your access to, dealings with, and use of the WUSATA Web Site. Of course, separate agreements may attach to any goods, products, or services you obtain, purchase, or use from the WUSATA Web Site or programs, projects or other agreements you enter into as a result of your access to or use of the WUSATA Web Site.

Non Waiver

Any failure of WUSATA to assert any rights it may have under this Agreement does not constitute a waiver of our right to assert the same or any other right at any other time or against any other person or entity.

Severability

If any provision of this Agreement is found to be invalid or unenforceable, then the invalid or unenforceable provision will be stricken from this Agreement without affecting the validity or enforceability of any other provision.