CRA FUNDAMENTALS TERMS AND CONDITIONS
CRA Today LLC, a Limited Liability Company organized under the laws of the State of Hawaii (“CRA Today”, “our”, “we”, or “us”) has created and owns cratoday.com (the
“Site”), a website providing from time-to-time on-demand training, courses, certification programs, and associated material related to the Community Reinvestment Act for sale or subscription, including without limitation video recordings, audio recordings, forms, template documents, slide shows, membership areas, and other resources (collectively, “Content”).
- YOUR COURSE
Though we always strive to provide you with a premier and memorable experience, please note the CRA Course may include inaccuracies or typographical errors. We may also make improvements and/or changes to the CRA Course at any time. Further, from time to time, we may restrict your access to all or some parts of the CRA Course. To the fullest extent permitted by applicable law, we reserve the right to do the foregoing at any time, for any or no reason, and without explanation before, during, or after we do so, although we will use our best efforts to provide notice of substantive changes.
- Eligibility. You must be eighteen (18) years of age or older to be a CRA Course participant. If you are under eighteen (18) years of age, you must cease all activities related to the CRA Course. You further understand and agree that your order of the CRA Course is an offer to buy such course. We are not obligated to sell you the CRA Course and may choose not to accept orders in our sole discretion.
- Your Personal Responsibility
- Overview. Your CRA Course membership is personal to you and non-transferable. All activities occurring under your membership account are your responsibility. You agree to use judgment, conduct due diligence, and consult all appropriate professionals before taking any actions suggested or recommended through the CRA Course.
- Us to You. Upon acceptance of your CRA Course order, we grant you a limited, personal, non-exclusive, non-transferable, revocable license to use the CRA Course for your own personal or internal business use. Except as otherwise provided, you acknowledge and agree that you have no right to modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit the CRA Course in any manner without our express written consent. As a condition of your purchase or use of the CRA Course, you further agree that you shall not use the CRA Course for any purpose that is unlawful or prohibited by these Terms and shall not offer any competing products or services based upon any information contained in the CRA Course.
- You to Us. You grant to us and our respective successors, licensees, and assigns, a non-exclusive, perpetual, and irrevocable right and license to record and use images, video, and audio of your likeness, image, voice, and all other intellectual property rights relating to your person or identity (collectively, “Likeness”) in connection with your participation in the CRA Course, including for the purposes of advertising, promoting, marketing, selling, and otherwise commercializing any CRA Today services or products. You hereby waive the right to inspect or approve any use of your Likeness as contemplated by these Terms.
Further, by posting, uploading, inputting, providing, or submitting materials to our Site (including feedback and suggestions) or our associated CRA Today Services (collectively “Submissions”), you warrant and represent that you own or otherwise control all of the rights to your Submission; and are granting us and our respective successors, licensees, and assigns a non-exclusive, perpetual, and irrevocable right and license to use your Submissions in connection with the operation of our business, including, without limitation, the rights to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat your Submissions; and to publish your name in connection with your Submissions. No compensation will be paid with respect to the use of your Submission, as provided herein. We are under no obligation to post or use any Submission you may provide and may remove any Submission at any time in the Company’s sole discretion.
- Course Fees. All fees are in United States dollar amounts. Payment for the CRA Course is a one-time payment, at the price in effect on our Site at the time the order is placed. All prices, discounts, and promotions posted on our Site are subject to change without notice. Price increases will only apply to orders placed after such changes. We strive to display accurate price information; however, we may, on occasion, make inadvertent typographical errors, inaccuracies or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences. If you pay by credit card, you represent and warrant that (i) the credit card information you supply to us is true, correct and complete, (ii) you are duly authorized to use such credit card for the purchase, (iii) charges incurred by you will be honored by your credit card company, and (iv) you will pay charges incurred by you at the posted prices, regardless of the amount quoted on the Site at the time of your order. Under no circumstances shall refunds issued once we accept your order.
- Course Access. Your CRA Course access expires one (1) year following the date of initial purchase. Upon such date, any and all licenses granted to you to use the CRA Course shall expire, the course is deactivated, and you shall immediately cease using and destroy all copies of Content provided to you. You acknowledge and agree that the purchase of the CRA Course does not give you access to one-on-one consulting services. Such services must be separately purchased.
- Course Termination. We may terminate, limit, or suspend your course access, without refund, in our sole discretion, for any or no reason, including if you (i) fail to pay any fee when due under these Terms and such failure is not rectified by the date specified in the notice of nonpayment; (ii) become disruptive of the course or other course participants; or (iii) otherwise violate, or attempt to violate, any provision of these Terms as determined by us. We will use our best efforts to provide notice of substantive changes.
- YOUR CERTIFICATION
- Initial Certification. Upon completion of the CRA Course, payment of a one-time payment, at the price in effect on our Site at the time the order is placed for the CRA Certification, other prerequisites, and satisfactorily passing all applicable exam(s), you are eligible for certification by CRA Today. Prerequisites are described in materials available to you upon completion of the CRA Course. If you violate, or display any likelihood of violating, these Terms, you shall be permanently ineligible for any CRA certification, now known or hereinafter devised, and shall be decertified, if applicable.
- Continuing Certifications. Additional actions may be necessary to maintain compliance with our continuing certification requirements. You must meet all continuing certification requirements within the period of time set forth in applicable certification compliance policies to maintain your certification. We may, from time to time, and in our sole discretion, change, or modify certification requirements (both initial and continuing), though we will use best efforts to notify you of any substantive changes to the certification requirements for any certifications you currently hold or are attempting to obtain. Failure to comply with all applicable continuing certification requirements or changed continuing certification requirements will result in denial of certification; or revocation or decertification of any certifications you currently hold.
- Authorization to Use Certification Signatures and Logos. Upon meeting the requirements for initial certification, and continuing so long as you meet and comply with all applicable continuing certification requirements, we authorize you to use our certification signature(s) and any corresponding certification logo(s) for which you have been certified in accordance with these Terms.
- No Affiliation. Our certification program is provided by CRA Today and is in no way affiliated, associated, or authorized by the American Bankers’ Association. Please conduct your due diligence before opting into our certification program.
III. INTELLECTUAL PROPERTY. We, or our affiliates, own all title, rights, and interest in and to any copyright, trademark, and any other intellectual property in CRA Today Services, including, without limitation, our company and certification names, signatures, logos, and slogans (“CRA Today Intellectual Property”). Except as expressly provided in these Terms, we do not grant you any license, express or implied, to any CRA Today Intellectual Property. You are not authorized to use any of CRA Today’s Intellectual Property for your business purposes. Our Content is not for resale or redistribution. Any unauthorized use or unlawful use of any CRA Today Intellectual Property is strictly prohibited. In particular, by purchasing or using the CRA Today Services, you acknowledge and agree not to (i) use CRA Today Services in any manner that could damage, disable, overburden, or impair the online platform, or interfere with any other participant’s use and enjoyment of CRA Today Services; (ii) infringe any copyright, patent, trademark, trade secret, or other intellectual property rights, including but not limited to obtaining, or attempting to obtain, any CRA Today Intellectual Property through any means not intentionally made available or provided for through CRA Today Services, or deleting or altering, in whole or in part, any proprietary rights or attribution notices in CRA Today Intellectual Property, or altering, enhancing, modifying, editing, copying, reproducing, publishing, transmitting, redistributing, reverse engineering, participating in the transfer or sale of, creating derivative works of, or in any way exploiting, in whole or in part, CRA Today Intellectual Property; (iii) offer any competing products or services based upon any information contained in CRA Today Services; and (iv) use CRA Today Intellectual Property in any other way not contemplated by these Terms without our, or our affiliates’, prior written permission. Further, by purchasing the CRA Today Services, you agree that if you violate, or display any likelihood of violating, any of your agreements contained in this paragraph, in addition to terminating your rights to continued participation in the CRA Today Services, and decertification, as applicable, we will be entitled to injunctive relief to prohibit any such violations and to protect against the harm of such violations, and any other forms of relief at law or equity as may be available.
- CONFIDENTIALITY. “Confidential Information” includes, but is not limited to, all information belonging to us not generally known to the public, relating to certification exams, business processes, practices, policies, plans, publications, documents, research, operations, services, strategies, techniques, agreements, trade secrets, records, vendor information, financial information, as well as any information that is marked or otherwise considered by us as confidential or proprietary. By purchasing or using the CRA Today Services, you acknowledge and agree (i) that any Confidential Information shared by us is confidential and proprietary, and belongs solely and exclusively to us; (ii) not to disclose such Confidential Information to any other person or entity or to use it in any manner other than in discussion with us; (iii) to protect our Confidential Information, using at least the same degree of care that you use to protect your own confidential and proprietary information, but no less than a reasonable degree of care. Notwithstanding the foregoing, you may disclose Confidential Information to the extent required by law, provided you make reasonable efforts to give us notice of such disclosure requirement and take reasonable steps to obtain or assist us in obtaining protective treatment of such Confidential Information. Further, by purchasing the CRA Today Services, you agree that if you violate, or display any likelihood of violating, any of your agreements contained in this paragraph, in addition to terminating your rights to continued participation in the CRA Today Services and decertification, as applicable, we will be entitled to injunctive relief to prohibit any such violations and to protect against the harm of such violations, and any other forms of relief at law or equity as may be available.
- DISCLAIMER OF WARRANTY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE SPECIFICALLY DISCLAIM ANY AND ALL STATUTORY OR IMPLIED WARRANTIES WITH RESPECT TO THE CRA TODAY SERVICES, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. CRA TODAY SERVICES ARE ONLY FOR GENERAL EDUCATIONAL AND INFORMATIONAL PURPOSES AND IS NOT INTENDED TO QUALIFY AS LEGAL ADVICE. CRA TODAY DOES NOT WARRANT THAT THE INFORMATION, MATERIAL, AND CONTENT PROVIDED IN THE CRA TODAY SERVICES IS THE OFFICIAL NOR THE MOST RECENT AND UP-TO-DATE UNDERSTANDING OF THE FEDERAL GOVERNMENT OR ANY STATE OR LOCAL GOVERNMENT WITH REGARD TO THE COMMUNITY REINVESTMENT ACT AND RELATED FEDERAL REGULATIONS AND GUIDELINES. THE CRA TODAY SERVICES ARE NOT INTENDED AS, AND SHALL NOT BE UNDERSTOOD OR CONSTRUED AS LEGAL, FINANCIAL, TAX, MEDICAL, HEALTH, OR ANY OTHER PROFESSIONAL ADVICE, AND YOU AGREE TO USE ANY SUCH SERVICES AT YOUR OWN PERSONAL RISK. YOU AGREE THAT WE HAVE NOT MADE ANY GUARANTEES ABOUT THE RESULTS OF TAKING ANY ACTION. YOU FURTHER ACKNOWLEDGE AND AGREE THAT YOUR PERSONAL ULTIMATE SUCCESS OR FAILURE WILL BE THE RESULT OF YOUR OWN EFFORTS, YOUR PARTICULAR SITUATION, AND INNUMERABLE OTHER CIRCUMSTANCES BEYOND OUR CONTROL AND/OR KNOWLEDGE. YOU ALSO RECOGNIZE THAT PRIOR RESULTS DO NOT GUARANTEE A SIMILAR OUTCOME. THUS, THE RESULTS OBTAINED BY OTHERS APPLYING THE PRINCIPLES AND INFORMATION SET OUT IN THE CRA TODAY SERVICES ARE NO GUARANTEE THAT YOU OR ANY OTHER PERSON OR ENTITY WILL BE ABLE TO OBTAIN SIMILAR RESULTS.
- LIMITATION OF LIABILITY. WE ASSUME NO RESPONSIBILITY FOR ERRORS OR OMISSIONS THAT MAY APPEAR IN THE CRA TODAY SERVICES OR FOR ANY DAMAGE YOU MAY SUFFER AS A RESULT OF FAILING TO SEEK COMPETENT ADVICE FROM A PROFESSIONAL WHO IS FAMILIAR WITH YOUR SITUATION. YOU AGREE TO USE JUDGMENT AND CONDUCT DUE DILIGENCE BEFORE TAKING ANY ACTIONS OR IMPLEMENTING ANY PLANS OR POLICY SUGGESTED OR RECOMMENDED IN THE TODAY SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR LIABILITY UNDER THESE TERMS IS LIMITED TO THE AMOUNTS PAID BY YOU FOR THE CRA TODAY SERVICES. IN NO EVENT SHALL CRA TODAY OR ANY AFFILIATE OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR REPRESENTATIVES BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, PUNITIVE OR SPECIAL DAMAGES RESULTING FROM ANY BREACH OF WARRANTY OR CONDITION, OR UNDER ANY LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO: LOSS OF USE, REVENUE, ACTUAL OR ANTICIPATED PROFITS, ANTICIPATED SAVINGS, BUSINESS, OPPORTUNITY, GOODWILL, REPUTATION; LOSS OF, DAMAGE TO, CORRUPTION OF, OR COMPROMISE OF DATA; OR ANY INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE CAUSED, ARISING FROM OR RELATED TO THE CRA SERVICES, FAILURE TO ACHIEVE CERTIFICATION, OR USE OF OR INABILITY TO USE THE CRA TODAY SERVICES OR CERTIFICATION LOGOS, OR SIGNATURES, OR ARISING FROM OR RELATED TO THE TERMINATION OR REVOCATION OF THE CRA TODAY SERVICES, EVEN IF CRA TODAY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES OR EXCLUSIONS OR LIMITATIONS ON THE DURATION OF IMPLIED WARRANTIES OR CONDITIONS, SO THESE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
VII. INDEMNIFICATION. You recognize and agree that all of CRA Today’s owners, affiliates, and successors shall not be held personally responsible or liable for any actions or representations of CRA Today. You agree to indemnify, defend, and hold harmless CRA Today, its members, officers, employees, contractors, agents, directors, related entities, and their respective successors, heirs, and assigns (“Indemnities”) for any losses, costs, liabilities, and expenses, including reasonable attorneys’ fees, incurred by Indemnitees relating to or arising out of the offering for sale of, the sale of, and your use of or inability to use the CRA Course, your violation of any provision of these Terms or your violation of any rights of a third party, including but not limited to actions in the form of intellectual property infringement, tort, warranty, negligence, or strict liability, or your violation of any applicable laws, rules, or regulations; excluding any such liabilities which may result from a material breach of these Terms due to our willful misconduct. This indemnification shall survive termination or expiration of these Terms. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with us in asserting any available defenses.
VIII. GOVERNING LAW; ARBITRATION. These Terms shall be governed, construed, and interpreted in accordance with the laws of the State of Hawaii without giving effect to the principles of conflicts of law thereof. You hereby expressly waive any and all claims you may have, now or in the future, arising out of or relating to the CRA Course, CRA Today, and these Terms. To the extent that you attempt to assert any such claim, you expressly waive any right to trial before a jury or judge in a court of law and agree to present such claim only through binding arbitration, in accordance with the procedural rules of the American Arbitration Association in force at the time, to occur in Honolulu County, Hawaii, before a single arbitrator, except that such arbitrator shall be an attorney licensed to practice in Hawaii and have at least five years experience practicing in that capacity and in the subject matter at hand. You further agree to and do hereby waive any right to class arbitration and agree, instead, to conduct an arbitration related solely to any individual claims you assert against CRA Today. You further agree that your exclusive remedy will be for actual damages and in no event will you be entitled to injunctive or any other equitable relief. To the fullest extent permissible by law, you further agree that you shall be responsible for all costs associated with initiating or administrating the arbitration. Any disputes regarding this arbitration clause shall be subject to the exclusive jurisdiction of the courts situated in Honolulu County, Hawaii.
- FORCE MAJEURE. In the event that we are unable to perform our obligations under these Terms because of acts of God, strikes, equipment or transmission failure or damage reasonably beyond our control, pandemics or epidemics, or other causes reasonably beyond our control, we shall be excused from such performance to the extent that performance is prevented, hindered, or delayed by such causes, regardless of whether foreseeable at the execution of these Terms, and we shall not be liable to you for any damages resulting from such failure or delay to perform or otherwise from such causes.