Terms of Use

Updated November 25, 2024

1. BINDING EFFECT; CERTAIN POLICIES

These Terms and Conditions (the “Agreement”) form a binding agreement between you (“you”) and High Noon International, a private limited liability company (“High Noon International,” “Company,” “we” or “us”). By using the website at www.highnoon.org (the “Site”) and/or any information, materials, images, graphics, data, text, files, links, software, messages, communications, content, organization, design, compilation, magnetic translation, digital conversion, HTML, XML, Java code and other content related to the Site (collectively the “Content”) and/or any and all services provided in connection with the Site or the Content (collectively altogether the “Services”), you agree to abide by this Agreement, as the Company may amend it from time to time in its sole discretion. YOU AGREE THAT BY USING THE SERVICES YOU REPRESENT THAT YOU ARE AT LEAST 18 YEARS OLD AND THAT YOU ARE LEGALLY ABLE TO ENTER INTO THIS AGREEMENT.

PRIVACY POLICY

High Noon International respects your privacy and permits you to control the treatment of your personal information. A complete statement of the Company’s current privacy policy (the “Privacy Policy”) can be found clicking here. The Company’s Privacy Policy is expressly incorporated into this Agreement by this reference. When you are required to submit information to use or access the Services you must complete the registration process by providing the information requested on the form. You agree to the terms in the Company’s Privacy Policy regarding the use of the information you submit.

2. LICENSE

The Company owns or licenses all intellectual property and other rights, title, and interest in and to the Services, and the materials accessible on or through the Services, except as expressly provided for in the Agreement, including without limitation the trademarks, copyrights and certain technologies used in making the Services available. Except as specifically allowed in this Agreement, the copying, redistribution, use or publication by you of any of the Services is strictly prohibited. We grant you a limited, revocable license to access and use the Services for their intended purposes only, subject to your compliance with this Agreement, and if you are an affiliate of Company, your Affiliate Agreement and Company Policies and Procedures. This revocable license does not include the right to collect or use information contained on or through the Services for purposes that the Company prohibits or to compete with the Company.

You acquire no ownership or other interest in, or other license to, any patent, copyright, trademark, trade secret or other intellectual property right with regard to the Services. You acquire no rights or licenses in or to any trademarks, service marks, trade names or copyrights displayed on or through the Services. You may not reproduce, republish, distribute, assign, sublicense, retransmit, sell, or prepare derivative works associated with the Services, or resell or make our Services available to others. All rights in and to the Services not expressly granted in this Agreement remain in us or in our licensors. If you use or access our Services in a manner that exceeds the scope of this license or breaches any relevant agreement, your license shall terminate immediately.

3. CONFIDENTIALITY

For the purposes of this Agreement, “Confidential Information” includes all the information and materials about the Company or the Services that: (i) if in written format is marked as confidential; or (ii) if disclosed verbally is noted as confidential at time of disclosure; or (iii) in the absence of either (i) or (ii) is information which a reasonable person would deem to be non-public information and confidential, including, without limitation, all information provided on or through the Services, trade secrets, inventions, research methods, projections, projects, methods of compiling information, methods of creating databases, data processing programs, software, computer models, source and object codes, product formulations, strategies and plans for future business, product and service development and ideas, potential acquisitions or divestitures, marketing ideas, financial information including with respect to costs, commissions, fees, profits and sales, mailing lists, information concerning our affiliates and customers, potential affiliates and customers and suppliers, and employee information including their respective salaries, bonuses, benefits, qualifications, abilities and contact information.

You acknowledge and agree that the nature of the Confidential Information to which you may have, or may continue to have, access derives value from the fact that it is not generally known and used by others in the highly competitive, international industry in which the Company engages and operates.

You acknowledge that you are receiving the Confidential Information in confidence, and you will not publish, copy or disclose any Confidential Information without prior written consent from the Company. You further agree that you shall not attempt to reverse engineer, de-compile or ascertain the source code to our software or any other software supplied hereunder. You acknowledge that you will only use the Confidential Information to the extent necessary to use the Services, and that you will use best efforts to prevent unauthorized disclosure of the Confidential Information to any third party.

You agree not to alone or in association with others use the Confidential Information to: (i) solicit, or aid any other person in soliciting, any employee, affiliate or customer of ours to alter their relationship with us; (ii) solicit for employment, hire, or engage as an independent contractor any person who was employed by or under contract with us at any time during the term of this Agreement, or aid any other person in these prohibited actions (provided, that this clause (ii) shall not apply to any individual whose employment or contractual relationship with us was terminated for a period of one year or longer); or (iii) solicit business from or perform services for any customer, supplier, licensee, or business relation of ours; induce or attempt to induce any such person or entity to cease doing business with us; or in any way interfere with the relationship between any such person or entity and us.

Other than as expressly provided for herein, you do not acquire any right or interest, by license or otherwise, in or to the Confidential Information. You agree that all originals and any copies of the Confidential Information remain the property of the Company. You shall reproduce all copyright and other proprietary notices, if any, in the same form that they appear on all the materials provided by us, on all permitted copies of the Confidential Information made by you. You agree to return all originals and copies of all Confidential Information in your possession or control to us at our request.

You shall be liable for any and all breaches of this Agreement and any unauthorized use or disclosure of Confidential Information. If you become compelled by applicable law, regulation or legal process to disclose any of the Confidential Information, you shall promptly provide us with notice in order for us to seek a protective order or other appropriate remedy. Further, if you become compelled to disclose any of the Confidential Information, you must disclose only that portion of the Confidential Information you are legally required to disclose as confirmed by the legal opinion of your counsel, in writing and at your expense.

4. USE OF THE SITE, CONTENT AND SERVICES

You may only use the Services for the purposes permitted by us, as set forth in this Agreement. You may not cause harm to the Services under any condition or circumstance. Specifically, but without limitation, you may not: (i) interfere with the Services by using viruses, programs, or technology designed to disrupt or damage any software or hardware, or which attempts to assess the vulnerability of, or actually violates, any security feature; (ii) access any content or data not intended for you, or log into an account or server that you are not authorized to access; (iii) modify, create derivative works, reverse engineer, decompile or disassemble any technology used to provide the Services; (iv) use a robot, spider or other device or process to monitor the activity on or copy pages from the Services, except in the operation or use of an Internet ‘search engine,’ hit counters, or similar technology; (v) collect electronic mail addresses or other information from third parties by using the Services; (vi) impersonate another person or entity; (vii) engage in any activity that interferes with another user’s ability to use or enjoy the Services; (viii) assist or encourage any third party in engaging in any activity prohibited by this Agreement; (ix) co-brand the Services; (x) frame the Services; (xi) hyper-link to the Services, without the express prior written permission of an authorized representative of the Company; (xii) use the Services, in whole or in part, for any purpose that is unlawful, immoral, or prohibited by this Agreement or any applicable local, state, or federal law, rule, or regulation; (xiii) use the Services in any manner that could damage, disable, overburden, or impair the Services; (xiv) circumvent, or attempt to circumvent, any security feature associated with the Services; (xv) upload, e-mail or otherwise transmit to or through the Services, any advertising, promotional, or other unauthorized communication, including, without limitation, ‘junk mail,’ ‘surveys,’ unsolicited e-mails, ‘spam,’ ‘chain letters,’ or ‘pyramid schemes;’ or (xvi) incorporate data from any of our databases into any emails or other ‘white pages’ products or services, whether browser-based, based on proprietary client-side applications, or web-based, without our prior, express written consent.

You agree that you will not make any derogatory statements, either oral or written, or otherwise disparage us, our products, employees, work or employment, or the Services, and that you will take all reasonable steps to prevent others from engaging in these prohibited actions. You agree that it would be impossible, impractical or extremely difficult to fix the actual damages suffered by reason of a breach of this paragraph, and accordingly hereby agree that the Company may determine to recover damages sustained by reason of each such breach, without prejudice to the Company’s right to also seek injunctive or other equitable relief.

If you purchase any of our products or services, you agree that your use of the product or service is limited by this Agreement as well.

Most areas of the Services are password restricted to registered users (“Password-Protected Areas”). If you have registered as an authorized user to gain access to these Password-Protected Areas, you agree that you are entirely responsible for maintaining the confidentiality of your password, and you further agree to notify us if the password is lost, stolen, disclosed to an unauthorized third party, or otherwise may have been compromised. You agree that you are entirely responsible for any and all activities that occur under your account, including any fees that may be incurred under your password-protected account, whether or not you are the individual who undertakes such activities. You agree to immediately notify us of any unauthorized use of your account or any other breach of security in relation to your password or the Services that is known to you.

Any testimonials and endorsements made by you must comply with Federal Trade Commission (FTC) guidelines and other applicable laws and regulations. Claims about a product’s performance or quality must be based on actual experiences. You must disclose connections between yourself and an advertiser that could be unclear or unexpected to a reasonable customer (for example, whether there is a financial arrangement, employment arrangement, or ownership interest). Disclaimers and disclosures must be clear and conspicuous when used and must be used properly in compliance with FTC guidelines. Statements about a product’s price and availability must be truthful and accurate. Product pricing must show a product’s actual price, must be clearly and conspicuously displayed, along with any material limitations (for example the cost of shipping or refund restrictions). Falsely suggesting that a product previously sold for a higher price is not permitted. False scarcity statements are not permitted (for example, stating that supplies are limited when there is no actual limit). You must: (i) accurately state the amount of effort required to succeed with a product or service; (ii) only state that a product or service has qualifying criteria when there are actual criteria that must be met; and (iii) only use third-party trademarks and copyright protected materials with written permission.

5. USER CONTENT

User Content means all content created by you, including but not limited to audio, video, images, photographs, logos, illustrations, animations, tools, written posts, comments, data, text, software, graphics, scripts, themes, and/or interactive features. Keep in mind that once you post something on the Services, you make it available on the Internet and to the public, and therefore it may be practically impossible to take down all copies of it. By posting, downloading, displaying, performing, transmitting, or otherwise distributing any User Content to the Services, you are granting us a nonexclusive, perpetual, irrevocable, transferrable, sub-licensable, worldwide and royalty free license to use, possess, copy, transmit, publicly display, distribute, sell, host, store, cache, disclose, perform, modify, edit, translate, reformat, import, export and prepare derivative works of such User Content through multiple tiers of distribution in any and all media now known or hereafter invented (including, without limitation, the right to conform it to the requirement of any networks, devices, services, or media through which the Services are available). The Company will not pay you any compensation for the use of your User Content as provided herein. We are under no obligation to post or use any User Content you may provide and we may remove User Content at any time in our sole discretion. You agree that the Company may publish or otherwise disclose your name in connection with your User Content. By posting User Content on the Services, you warrant and represent that you own the rights to the User Content or are otherwise authorize to post, distribute, display, perform, transmit, or otherwise distribute User Content.

Except as otherwise set forth herein, you retain ownership of all intellectual property rights in your User Content, and the Company and/or third parties retain ownership of all intellectual property rights in all Content. You retain ownership of any intellectual property, URLs, and/or domain names you use or post on or through the Services.

6. COMPLIANCE WITH INTELLECTUAL PROPERTY LAWS

When accessing the Services, you agree to obey the law and to respect the intellectual property rights of others. Your use of the Services is at all times governed by and subject to laws regarding intellectual property ownership. You agree not to upload, download, display, perform, transmit, or otherwise distribute any information or content in violation of any third party’s copyrights, trademarks, or other intellectual property or proprietary rights. You agree to abide by laws regarding intellectual property ownership and use, and you shall be solely responsible for any violations of any relevant laws and for any infringements of third-party rights caused by any content you provide or transmit, or that is provided or transmitted using your user name. The burden of proving that any content does not violate any laws or third-party rights rests solely with you. All trademarks, service marks, trade names and copyrights displayed on or through the Services are proprietary to us or their respective owners.

7. INAPPROPRIATE CONTENT

You agree not to upload, download, display, perform, transmit, or otherwise distribute any material or content that: (i) is libelous, defamatory, obscene, pornographic, abusive, or threatening; or (ii) advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or foreign law or regulation or this Agreement. The Company reserves the right to terminate your receipt, transmission or other distribution of any such material or content using the Services, and, if applicable, to delete any such material or content from its servers. The Company intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of this Agreement or of any applicable laws.

The Company reserves the right, but does not assume the obligation, to monitor transactions and communications that occur through the Services. If the Company determines, in its sole and absolute discretion, that a user has or will breach a term or condition of this Agreement or that any transaction or communication is inappropriate, the Company may cancel such transaction, block such communication, or take any other action to restrict access to or the availability of any material or content that may be considered objectionable, without any liability to you or any third party.

8. COPYRIGHT INFRINGEMENT

The Company has in place certain legally-mandated procedures regarding allegations of copyright infringement occurring on or through the Services. The Company has adopted a policy that provides for the immediate suspension or termination of Services to any user who is found to have infringed on the rights of the Company or a third party, or otherwise violated any intellectual property laws or regulations. The Company’s policy is to investigate any allegations of copyright infringement brought to its attention. If you have evidence, know, or have a good faith belief that your rights or the rights of a third party have been violated and you want the Company to delete, edit or disable the material in question, you must provide the Company with all of the following information:

a. A physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed;

b. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
c. Identification of the material that is claimed to be infringed or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the Company to locate the material;

d. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

e. A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

For the above-described notification to be effective, it must be sent to the Company attn: Copyright Infringement, [Address]. 

9. ALLEGED VIOLATIONS

The Company reserves the right to suspend or terminate your use of any or all of the Services at any time, with or without notice or reason. To ensure that Company provides a high-quality experience for you and for other users of the Services, you agree that the Company or its representatives may access your account and records on a case-by-case basis to investigate complaints or allegations of abuse, infringement of third-party rights or other unauthorized uses of the Services. The Company does not intend to disclose the existence or occurrence of such an investigation unless required by law, but the Company reserves the right to suspend or terminate your account or your access to the Services immediate, with or without prior notice to you, and without liability to you, if the Company believes that you have violated any of this Agreement, furnished the Company with false or misleading information, or interfered with use of the Services by others.

10. FULL POWER AND AUTHORITY

You represent and warrant that: (i) you have the full power and authority to enter into and perform your obligations under this Agreement; (ii) execution and performance of this Agreement does not constitute a breach of, or conflict with, any other agreement or arrangement by which you are bound; (iii) the terms of this Agreement are legal, valid, and binding obligations, enforceable against you; (iv) all content you create to promote Company or the Services was created without any contribution of any kind from the Company including, without limitation, editorial control or approval, that any suggestions regarding content received from the Company are made ‘as-is’ and without any warranty; and that you have had all marketing materials created by you reviewed by competent legal counsel and solely assume all responsibility for it; (v) you are at least 18 years of age; (vi) your use of the Services is legal in, and does not violate any laws or rules of, the jurisdictions in which you reside or from which you use or otherwise access the Services; (vii) all information (if any) provided by you to us is correct; (viii) your use of the Services shall be in accordance with this Agreement and your Affiliate Agreement and the Policies and Procedures of Company if you are an affiliate; and (ix) you are capable of assuming, and do assume, any risks related to your access to and use of the Services. 

11. DISCLAIMER OF WARRANTIES

THE COMPANY HEREBY MAKES NO REPRESENTATIONS, AND DISCLAIMS ALL WARRANTIES, ARISING OUT OF OR INCONNECTION WITH THE SERVICES. THIS INCLUDES, WITHOUT LIMITATION, ANY AND ALL WARRANTIES EXPRESS AND IMPLIED, THE WARRANTIES OF NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE; THOSE WARRANTIES ARISING BY LAW, STATUTE, USAGE OF TRADE OR COURSE OF DEALING; ANY LIABILITY WITH REGARD TO THE SITE, CONTENT AND SERVICES; AND ANY ACTIONS RESULTING FROM YOUR PARTICIPATION IN ANY SERVICE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE AND ALL CONTENT, SERVICES, SOFTWARE AND PRODUCTS ARE PROVIDED ‘AS IS,’ ‘WITH ALL FAULTS,’ AND ‘AS AVAILABLE.’ WE DISCLAIM ALL WARRANTIES. YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. ALTHOUGH OUR CONTENT MAY BE UPDATED FROM TIME TO TIME, IT MAY BE OUT OF DATE AND/OR MAY CONTAIN INACCURACIES OR TYPOGRAPHICAL ERRORS. WE ARE NOT RESPONSIBLE FOR YOUR INABILITY OR FAILURE (FOR ANY REASON) TO ACCESS THE CONTENT OR THE SERVICES OR TO RECEIVE INFORMATION OR SERVICE FROM OR REGARDING THE SERVICES, OR YOUR PURCHASES FROM US. WE DO NOT WARRANT THAT THE SERVICES WILL BE COMPATIBLE WITH ANY HARDWARE OR SOFTWARE SYSTEMS OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE. YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM USE OF, OR INABILITY TO USE, THE SERVICES. 

WE ARE NOT RESPONSIBLE OR LIABLE FOR MAINTAINING ANY CONSUMER DATA OR FOR THE DELETION, CORRUPTION, DESTRUCTION, DAMAGE, LOSS OR FAILURE OF ANY CONSUMER DATA OR FOR ANY THIRD-PARTY ACCESS TO ANY CONSUMER DATA. WE MAKE NO WARRANTY OR REPRESENTATION AS TO THE LEVEL OF SUCCESS, IF ANY, INDIVIDUALS MAY ACHIEVE BY USING ANY OF OUR SERVICES. INDIVIDUAL RESULTS MAY VARY AND DEPEND ON MANY FACTORS INCLUDING AN INDIVIDUAL’S SPECIFIC FINANCIAL SITUATION, EFFORTS AND ACTIONS. YOU SHOULD SEEK THE ADVICE OF QUALIFIED PROFESSIONALS SUCH AS AN ACCOUNTANT, ATTORNEY AND/OR PROFESSIONAL ADVISOR FOR SPECIFIC ADVICE FOR YOUR BUSINESS.

12. LIMITED LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE AND OUR AFFILIATED PARTIES SHALL HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY CONTENT, THE SERVICES ANY OR INFORMATION RELATED TO THE SERVICES, AND SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, OR LITIGATION): (I) ARISING FROM ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE UPON THE CONTENT OR OUR SERVICES, (II) ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SERVICES, OR WITH THE DELAY OR INABILITY TO USE THE SERVICES, OR FROM THE USE OR MISUSE OF ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES, RELATED GRAPHICS, AND CONTENT OBTAINED THROUGH THE SERVICES; (III) ANY INCORRECT OR MISSING INFORMATION OR DATA; OR (IV) OTHERWISE ARISING OUT OR RESULTING FROM LOSS OF YOUR DATA OR INFORMATION, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR MAXIMUM LIABILITY, IF ANY, FOR ANY LOSS OR DAMAGE RELATING TO OR ARISING OUT OF YOUR USE OF THE SERVICES WILL NOT EXCEED THE LESSER OF YOUR ACTUAL DAMAGES OR THE CHARGES PAID BY YOU TO US FOR THE SERVICES FOR A PERIOD OF TWO (2) MONTHS.

WE ARE NOT RESPONSIBLE FOR INTERRUPTED, INACCESSIBLE OR UNAVAILABLE NETWORKS, SERVERS, SATELLITES, INTERNET SERVICE PROVIDERS, WEBSITES, OR OTHER CONNECTIONS, OR FOR MISCOMMUNICATIONS, FAILED, JUMBLED, SCRAMBLED, DELAYED, OR MISDIRECTED COMPUTER, TELEPHONE OR CABLE TRANSMISSIONS, OR FOR ANY TECHNICAL MALFUNCTIONS, FAILURES OR DIFFICULTIES.

THE ABOVE LIMITATIONS AND EXCLUSIONS SHALL APPLY TO YOU TO THE FULLEST EXTENT THAT APPLICABLE LAW PERMITS, IN ALL ACTIONS OF ANY KIND, WHETHER BASED ON CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE) OR ANY OTHER LEGAL OR EQUITABLE THEORY. ANY CLAUSE DECLARED INVALID SHALL BE DEEMED SEVERABLE AND NOT AFFECT THE VALIDITY OR ENFORCEABILITY OF THE REMAINDER OF THIS AGREEMENT. 

13. THIRD-PARTY SITES

The Company has no control over, and no liability for, any third-party sites or materials (“Third-Party Sites”). The Company works with a number of partners and affiliates whose Internet sites may be linked to or through the Services. Because the Company has no control over the content and performance of these Third-Party Sites, the Company makes no guarantees about the accuracy, currency, content, or quality of the information provide by such Third-Party Sites, and the Company assumes no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content that may reside on those Third-Party Sites. Similarly, from time to time in connection with your access to and use of the Services, you may have access to content items (including, but not limited to, websites) that are owned by third parties. Unless expressly provided otherwise, this Agreement shall govern your use of any and all Third-Party Sites.

Your linking to Third-Party Sites is at your own risk. We do not investigate, monitor, or check such Third-Party Sites for accuracy or completeness, nor are we under any obligation to do so. We are not responsible for the availability of Third-Party Sites, nor are we responsible for the aesthetics, appeal, suitability to taste or subjective quality of informational content, advertising, products or other materials made available on or through Third-Party Sites. Any links we provide you through the Services are provided only as a convenience and we may discontinue providing such links at any time in our sole discretion and without notice to you. No endorsement of any third-party content, information, data, opinions, advice, statements, goods, services or products is expressed or implied by any information, material or content associated with our Services. Under no circumstances shall we or any affiliated providers be held responsible or liable, directly or indirectly, for any loss, injury, or damage caused or alleged to have been caused to you in connection with the use of, or reliance on, any content, information, data, opinions, advice, statements, goods, services, or products available on or through Third-Party Sites. You should direct any concerns to the respective Third-Party Site’s administrator or webmaster. Any links to Third-Party Sites do not imply that we are legally authorized to use any trademark, trade name, logo or copyright symbol displayed in or accessible through such links, or that any linked Third-Party Site is authorized to use any trademark, trade name, logo or copyright symbol of ours.

From time to time, the Company, its managers, and/or its members may receive an affiliate commission when you purchase some of the products or services that we recommend on or through our Services. By entering into this Agreement, you acknowledge that you have been informed of such payments, consent to payments of affiliate commissions, and agree that such payments are fair and reasonable.

14. TERMINATION

You agree that the Company may suspend or terminate your use of the Services, in its sole discretion, including without limitation, if the Company believes, in our sole and absolute discretion, that you have breached any term of this Agreement or, if you are an affiliate of the Company, your Affiliate Agreement or Company Policies and Procedures. You acknowledge and agree that the Company shall not be liable to you or any other party for said suspension and termination.

Upon termination, your license to use the Services and everything accessible by or through the Services shall terminate, and the remainder of this Agreement shall survive indefinitely unless and until we chose to terminate it.

Upon termination of any part of this Agreement for any reason, we shall make reasonable efforts to ensure that your User Content is inaccessible and cease use of it; however, you acknowledge and agree that: (i) caching of, copies of, or references to the User Content may not be immediately removed or possible to remove; (ii) such removed User Content may continue in backups (not available to others) for a relatively short period of time; and (iii) due to re-blogging capabilities, such removed User Content may continue to be available (and stored on our servers) through the accounts of other users. 

15. NOTICES

All notices required or permitted to be given under this Agreement will be in writing and delivered to the other party by any of the following methods: (i) US Mail, (ii) overnight courier, or (iii) electronic mail. If you give notice to us, you must use the following address: [Address]. If Company provides notice to you, Company will use the contact information provide by you to us. All notices will be deemed received as follows: (i) if delivery by US mail, seven business days after dispatch; (ii) if by overnight courier, on the date receipt is confirmed by such courier service; or (iii) if by electronic mail, twenty-four (24) hours after the message was sent, if no ‘system error’ or other notice of non-delivery is generated. If applicable law requires that a given communication be ‘in writing,’ you agree that email communication will satisfy this requirement.

16. INDEMNITY

You agree to indemnify, defend, and hold harmless the Company, its managers, members, officers, directors, employees, consultants, agents, and representatives (the “Indemnified Parties”) from and against any and all actions, claims, demands, proceedings, liabilities, damages, judgments, settlements, fines, penalties, costs, and expenses, including attorney’s fees and related costs (“Claims”), which: (i) arise wholly or in part from your negligence or wrongful act(s) or omission(s); (ii) arise from or are related to a breach of any express warranty contained herein; or (iii) arise from a failure to comply with this Agreement. We have no duty to reimburse, defend, indemnify, or hold you harmless resulting from any Claims. 

If an action is brought against the Company with respect to any allegation for which indemnity may be sought, the Company will promptly notify you of any such claim of which it becomes aware and will: (i) provide reasonable cooperation to you at your expense in connection with the defense or settlement of any such claim; and (ii) be entitled to participate at its own expense in the defense of any such claim should it elect to do so.  You agree not to acquiesce to any judgment or enter into any settlement that adversely affects the Company’s rights or interests without the prior written consent of the Company.

17. GOVERNING LAW

This Agreement shall be construed in accordance with and governed by the laws of the State of North Carolina, without reference to its rules regarding conflicts of law. You hereby irrevocably consent to the exclusive jurisdiction of the state or federal courts in North Carolina for any and all disputes arising out of or related to the Services or this Agreement. In the event of a dispute between an affiliate and the Company arising from or relating to the Agreement, or the rights and obligations of either party, the parties shall attempt in good faith to resolve the dispute through confidential, nonbinding mediation as more fully described in the Policies and Procedures. However, Company shall not be obligated to engage in mediation as a prerequisite to disciplinary action against an Affiliate. If the parties are unsuccessful in resolving their dispute through mediation, the dispute shall be settled totally and finally by arbitration as more fully described in the Policies and Procedures.

Notwithstanding the foregoing, either party may bring an action before the courts seeking a restraining order, temporary or permanent injunction, or other equitable relief to protect its intellectual property rights, including but not limited to customer and/or affiliate lists as well as other trade secrets, trademarks, trade names, patents, and copyrights. The parties may also seek judicial enforcement of an arbitration award. You waive any requirement of posting a bond in connection with such an action brought against you.

This Agreement does not limit any rights or remedies that we or our suppliers, licensors or other similar entities may have under trade secret, copyright, patent, trademark or other laws.

18. SEVERABILITY; WAIVER

If, for any reason, a court of competent jurisdiction finds any term or condition in this Agreement to be unenforceable, all other terms and conditions will remain unaffected and in full force and effect. No waiver of any breach of any provision of this Agreement shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.

19. MODIFICATIONS

The Company may, in its sole discretion and without prior notice: (i) revise this Agreement; (ii) modify the Services, and (iii) discontinue the Services, at any time for any reason. The Company shall post any revision to this Agreement to the Services, and the revision shall be effective immediately upon such positing, however, the Company is under no obligation to do so in order for such revisions to become effective. If any modification is unacceptable to you, your only recourse is not to use the Services and to request an immediate termination of your account, if applicable. Your continued use of the Services following positing of a modified version of this Agreement will constitute binding acceptance of any and all modifications. 

20. MISCELLANEOUS

This Agreement is binding upon each party hereto and its successors and permitted assigns. This Agreement shall not be assigned or transferred by you without the Company’s prior written consent. This Agreement, and the related policy statements referred to herein, contains the entire understanding of the parties regarding access to and use of the Services, and supersedes all prior and contemporaneous agreements and understandings between the parties regarding the same. Any rights not expressly granted herein are reserved. No agency, partnership, joint venture or employee-employer relationship is intended or created by this Agreement. The provisions of this Agreement addressing disclaimers of representations and warranties, indemnity obligations, intellectual property and governing law shall survive the termination of this Agreement.

BY USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY THE AGREEMENT, AS AMENDED FROM TIME TO TIME.

Supplemental Terms and Conditions 

Educational & Informational Purposes Only

The information contained in the High Noon International Services is for educational and informational purposes only and is made available to you as a self-help tool for your own personal use. It is not a substitute for professional medical, psychotherapy, or counseling advice. You acknowledge that we are not acting in the capacity of health professionals nor trained to provide psychotherapy or any medical care, and that we are not holding ourselves out as such. Do not provide us with protected health information (PHI) under any circumstances. 

Comments

When visitors leave comments on the Services, we collect the data shown in the comments form, and also the visitor’s IP address and browser user agent string to help spam detection.

An anonymized string created from your email address (also called a hash) may be provided to the Gravatar service to see if you are using it. The Gravatar service privacy policy is available here: https://automattic.com/privacy/. After approval of your comment, your profile picture is visible to the public in the context of your comment.

Media

If you upload images to the Services, you should avoid uploading images with embedded location data (EXIF GPS) included. Visitors to our website can download and extract any location data from images on the website.

Cookies

If you leave a comment on our Services you may opt into saving your name, email address and website in cookies. These are for your convenience so that you do not have to fill in your details again when you leave another comment. These cookies will last for one (1) year.

If you visit our login page, we will set a temporary cookie to determine if your browser accepts cookies. This cookie contains no personal data and is discarded when you close your browser.

When you log in, we will also set up several cookies to save your login information and your screen display choices. Login cookies last for two (2) days, and screen options cookies last for one (1) year. If you select “Remember Me,” your login will persist for two (2) weeks. If you log out of your account, the login cookies will be removed.

If you edit or publish an article, an additional cookie will be saved in your browser. This cookie includes no personal data and simply indicates the post ID of the article you just edited. It expires after one (1) day.

Embedded content from other websites

Articles on our Services may include embedded content (e.g. videos, images, articles, etc.). Embedded content from other websites behaves in the exact same way as if the visitor has visited the other website.

These websites may collect data about you, use cookies, embed additional third-party tracking, and monitor your interaction with that embedded content, including tracking your interaction with the embedded content if you have an account and are logged in to that website.

Who we share your data with

Personal sharing from participants during Zoom sessions is never recorded or shared. Program participants will not have access to other participants’ full names, emails, or physical addresses.

How long we retain your data

If you leave a comment, the comment and its metadata are retained indefinitely. This is so we can recognize and approve any follow-up comments automatically instead of holding them in a moderation queue.

For users that register on or through our Services (if any), we also store the personal information they provide in their user profile. All users can see, edit, or delete their personal information at any time (except they cannot change their username). Website administrators can also see and edit that information.

What rights you have over your data

If you have an account with the Services, or have left comments, you can request to receive an exported file of the personal data we hold about you, including any data you have provided to us. You can also request that we erase any personal data we hold about you. This does not include any data we are obliged to keep for administrative, legal, or security purposes.

Personal sharing from participants is never recorded or shared. High Noon Internationalmaintains the right to record certain educational portions of sessions for educational and training purposes.

Where we send your data

We do not sell, trade, or otherwise transfer to outside parties your personal information. This does not include trusted third-party service providers who assist us in operating our website, conducting our business, or otherwise providing our Services, so long as those parties agree to keep this information confidential. We may also disclose personal information when we believe doing so is necessary to comply with the law, enforce this Agreement, or protect ours or others’ rights, property, safety, or security.

How do we protect your information?

We implement a variety of reasonable security measures to maintain the safety of your personal information when you place an order or enter, submit, or access your personal information.

For example, we use a secure server. All supplied sensitive/credit information is transmitted via secure technology and then encrypted into our payment gateway provider’s database only to be accessible by those authorized with special access rights to such systems and are required to keep the information confidential.

​Please be aware, however, that no data security measures can be guaranteed to be completely effective. Consequently, we cannot ensure or warrant the security of any information that you provide to us. You transmit information to us at your own risk, and you are responsible for all personal information you submit to us.