Soccer Community Partnerships of America: Terms of Use

This Internet Web Site Agreement (the "Agreement") is between you and Soccer Community Partnerships of America™ ("SCPA"), a Virginia Non-Stock Corporation with a principal place of business at 514 Newport Avenue, Williamsburg, Virginia 23185. Use of SCPA's Internet Web site (the "SCPA Web Site") signifies your agreement to the terms and conditions of use set forth below in this Agreement:

READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS SCPA WEB SITE.

(1) You acknowledge that you have read the terms and conditions of use contained in this Agreement and that you accept the terms thereof. If you do not agree to these terms and conditions of use, you may not access or otherwise use this SCPA Web Site.

(2) SCPA may monitor your use of this SCPA Web Site, and may freely use and disclose any information and materials received from you or collected through your use of the SCPA Web Site for any lawful reason or purpose.

(3) SCPA reserves the right, at its sole discretion, to change, modify, add or remove any portion of this Agreement, in whole or in part, at any time. Notification of changes in the Agreement will be posted on the SCPA Web Site.

(4) You acknowledge that you have read SCPA's "Digital Millennium Copyright Act Notice" and agree to comply with the terms and requirements set forth therein. You acknowledge and agree that the contents of the SCPA Web Site are only for your personal, non-commercial use and that you will adhere to any and all additional copyright notices, information, or restrictions contained in any content on the SCPA Web Site.

(5) SCPA may change, suspend or discontinue any aspect of the SCPA Web Site at any time, including the availability of any SCPA Web Site feature, database, or content. SCPA may also impose limits on certain features and services or restrict your access to parts or all of the SCPA Web Site without notice or liability.

(6) You represent, warrant and covenant that: (a) you shall not upload, post or transmit to or distribute or otherwise publish through the SCPA Web Site any materials which (i) restrict or inhibit any other user from using and enjoying the SCPA Web Site, (ii) are unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, offensive, porno-graphic, profane, sexually explicit or indecent, (iii) constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate law, (iv) violate, plagiarize or in-fringe the fights of third parties including, without limitation, copyright, trademark, service mark, patent, rights of privacy or public-ity or any other proprietary right, (v) contain a virus or other harmful component, (vi) contain any information, software or other material of a commercial nature, (vii) contain advertising of any kind, or (viii) constitute or contain false or misleading indications of origin or state-ments of fact; and (b) that you are at least eighteen (18) years old or have parental consent to access the SCPA Web Site.

(7) You hereby agree to indemnify, defend and hold SCPA, and all its officers, directors, owners, agents, employees, information providers, affiliates, members, sponsors, licensors and licensees (collectively, the "Indemnified Parties") harmless from and against any and all liability and costs incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of this Agreement or the fore-going representations, warranties and covenants, including, without limitation, attorneys fees and costs. You agree to cooperate as fully as reasonably required in the defense of any claim. SCPA reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of SCPA.

(8) The SCPA Web Site contains links and pointers to the other related World Wide Web Internet sites, resources, members, and sponsors of the SCPA Web Site. Links to and from the SCPA Web Site to other third party sites are maintained by third parties. In making such links available to you, you acknowledge that SCPA, its officers, directors, or employees, or any of its affiliates, members, or sponsors (a) are not responsible for the content or availability of such links, (b) do not en-dorse such links and (c) assume no responsibility or liability to you with respect to the content or availability of such links.

(9) SCPA does not represent or endorse the accuracy or reliability of any advice, opinion, statement, or other information displayed or dis-tributed through the SCPA Web Site. You acknowledge that any reliance upon any such opinion, advice, statement, memorandum, or information shall be at your sole risk. SCPA reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the SCPA Web Site.

(10) SCPA does not and cannot review all materials posted to the SCPA Web Site by users, and SCPA is not responsible for any such materials posted by users. SCPA disclaims any and all responsibility for content contained in any third party materials provided through links from the SCPA Web Site. However, SCPA reserves the right at all times to disclose any information as necessary to satisfy any legal, regulatory, or governmental request, or to edit, to refuse to post, or to remove any information or materials, in whole or in part, that in SCPA's sole discretion are objectionable, in violation of this Agreement, or contrary to SCPA policy.

(11) SCPA is not a party to, and is not in any way a participant in, any and all transactions which may occur between you and any other entity, whether conducted via the SCPA Web Site or otherwise. SCPA has no duty and no ability to intervene in any disagreement, dispute, complaint, or action arising from or in connection with any such trans-action, and you agree to release SCPA, its directors, officers, employees, affiliates, and members from any liability with respect to such transactions.

(12) THE SCPA WEB SITE, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS, PRODUCTS, SERVICES, AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE SCPA WEB SITE, IS PROVIDED "AS IS." TO THE FULLEST EXTENT PERMISSIBLE BY LAW, SCPA, ITS DIRECTORS, OFFICERS, AND EMPLOYEES AND ITS AFFILIATES AND MEMBERS MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER WITH RESPECT TO THE CONTENT ON THE SCPA WEB SITE, OR THE MATERIALS, INFORMATION AND FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH THE SCPA WEB SITE, OR FOR ANY PRODUCTS OR SERVICES CONTRACTED FOR OR PROVIDED BY THIRD PARTIES, OR FOR HYPERTEXT LINKS TO THIRD PARTIES, OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE SCPA WEB SITE OR ANY LINKED SITE. FURTHER, SCPA, ITS DIRECTORS, OFFICERS, AND EMPLOYEES AND ITS AFFILIATES AND MEMBERS DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NON-INFRINGEMENT, MERCHANTABILITY, AND/OR FITNESS FOR A PARTICULAR PURPOSE. SCPA DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SCPA WEB SITE OR ANY MATERIALS OR CONTENT CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SCPA WEB SITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SCPA, ITS DIRECTORS, OFFICERS, AND EMPLOYEES AND ITS AFFILIATES, MEMBERS, AND SPONSORS SHALL NOT BE LIABLE FOR THE USE OF THE SCPA WEB SITE, INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY ERRORS CONTAINED THEREIN.

(13) By posting messages, uploading files, inputting data or engaging in any other form of communication (individually or collectively "Communications") to the SCPA Web Site, you hereby grant to SCPA a perpetual, worldwide, irrevocable, unrestricted, non-exclusive, roy-alty free license to use, copy, license, sublicense, adapt, distribute, display, publicly perform, reproduce, transmit, modify, edit and oth-erwise exploit such Communications, in all media now known or hereafter developed. You hereby waive all rights to any claim against SCPA for any alleged or actual infringements of any proprietary rights, rights of privacy and publicity, moral rights, and rights of attri-bution in connection with such Communications.

(14) You acknowledge that transmissions to and from this SCPA Web Site are not confidential and your Communications may be read or in-tercepted by others. You acknowledge that by submitting Communications to SCPA, no confidential, fiduciary, contractually implied or other relationship is created between you and SCPA other than pursuant to this Agreement.

(15) THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF VIRGINIA, WITHOUT REGARD TO CONFLICTS OF LAWS PROVISIONS. SOLE AND EXCLUSIVE JURISDICTION FOR ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL RESIDE IN AN APPROPRIATE STATE OR FEDERAL COURT, LOCATED IN THE STATE OF VIRGINIA AS CLOSE AS PRACTICABLE TO THE CITY OF WILLIAMSBURG.

(16) This Agreement constitutes the entire agreement between SCPA and you with respect to your use of the SCPA Web Site. ANY CAUSE OF ACTION YOU MAY HAVE WITH RESPECT TO YOUR USE OF THE SCPA WEB SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CLAIM OR CAUSE OF ACTION ARISES. If for any reason a court of competent jurisdiction finds any provision of the Agreement, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the Agreement, and the remainder of this Agreement shall continue in full force and effect.