Acceptance of the Terms of Use

Welcome to the website of Tessitura Network (“NETWORK”, “we” or “us”). The following terms and conditions, together with any documents they expressly incorporate by reference, including without limitation the Privacy Policy  (collectively, these “Terms of Use”), govern your access to and use of tessituranetwork.com, including any content, functionality and services offered on or through Tessituranetwork.com (the “Website”), whether as a guest or a registered user. Please read the Terms of Use carefully before you start to use the Website. By using the Website or by clicking to accept or agree to the Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found on this webpage and, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Website. In the event that there is a conflict between these Terms of Use and a valid, current, separate written license agreement between NETWORK and you, the terms of the separate written license agreement shall prevail with respect to the conflict. 

This Website is offered and available to users who are 13 years of age or older. By using this Website, you represent and warrant that you meet all of the eligibility requirements set forth in the Terms of Use. If you do not meet all of these requirements, you must not access or use the Website.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Website thereafter. Your continued use of the Website following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from frequently so you are aware of any changes, as they are binding on you.

Accessing the Website and Account Security

We reserve the right to withdraw or amend this Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users.

To access the Website or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on the Website is correct, current and complete. You agree that all information you provide to register with this Website or otherwise, including but not limited to through the use of any interactive features on the Website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy. 

By accessing materials on the Website:

• You acknowledge that you understand that this site is owned and operated by NETWORK and that it contains material for which NETWORK owns the copyright or has permission to use. 
• Except as otherwise set forth in a valid license agreement between NETWORK and you, you are authorized to download material from this site for your personal, non-commercial use only as long as you keep intact all copyright and other proprietary notices.
• You may not modify, copy, reproduce, publish, upload, post, transmit, or distribute any material from this site, including any programming code and software, in any manner, without the express written permission of NETWORK.
• You may not assign or transfer any rights to such material to anyone else.
• You are solely responsible for all access to the site originating with your identification and any password needed for site access.
• You agree that you do not acquire any ownership rights by downloading any material.

Disclaimer

THE MATERIALS ON TESSITURANETWORK.COM AND ITS SUBSIDIARY SITES ARE PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT POSSIBLE UNDER APPLICABLE LAW, NETWORK DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NETWORK DOES NOT WARRANT THAT THE FUNCTION PERFORMED ON THIS WEB SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE, INCLUDING LIST SERVERS, ONLINE COMMUNITY SOFTWARE, OR THE SERVERS THAT MAKE THEM AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

NETWORK may provide links and pointers to Internet sites maintained by others. NETWORK has no control or responsibility in any respect for any information, products or services on these third-party sites.

NETWORK DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF, OR THE RESULTS OF THE USE OF, THE MATERIALS ON THIS SITE OR IN THIRD-PARTY SITES IN TERMS OF THE CORRECTNESS, ACCURACY, TIMELINESS, RELIABILITY OR OTHERWISE. YOU ASSUME THE RISK IN USING THIS MATERIAL AND THE ENTIRE COST OF ALL NECESSARY MAINTENANCE, REPAIR, OR CORRECTION.

Information Posted by You

NETWORK does not control the messages, information, or files posted to NETWORK list servers or online communities. As a condition of use of these tools and the Website you may not:

• Post or transmit any unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, pornographic, profane, or indecent information of any kind, including, without limitation, any transmissions constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any local, state, provincial, national, or international law.
• Post or transmit any information, software, or other material that violates or infringes upon the rights of others, including material that is an invasion of the privacy or publicity rights or that is protected by copyright, trademark, or other proprietary right, or derivative works with respect thereto without first obtaining permission from the owner or right holder.
• Post or transmit any information, software, or other material that contains a virus or other harmful component.
• Post, transmit, or in any way exploit information, software, or other material for commercial purposes, or that contains advertising.

You understand that NETWORK has no obligation to monitor these tools, but reserves the right at all times to disclose any information as necessary to satisfy any legal, regulatory, or governmental requests, or to refuse to post or to remove any information or materials that, in whole or in part, NETWORK deems are objectionable, unrelated to its mission, or in violation of these terms and conditions. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS NETWORK FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY NETWORK DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER NETWORK OR LAW ENFORCEMENT AUTHORITIES.

We cannot review all material before it is posted on the Website, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

Third-Party Vendors

The primary purpose of tessituranetwork.com is to provide information and foster community sharing among licensees of the Tessitura Software.  Trusted members of our third-party vendor community who have signed a confidentiality agreement are allowed access to select content and documentation on the website. We also provide a forum for those in our developer community (third-party vendors and Tessitura licensees) to collaborate in a shared space.  

As a third-party vendor participating in tessituranetwork.com or related resources, you are prohibited from using this website or any information gleaned from it for sales or marketing purposes. 

We maintain the right to remove or change the content that is available to third-party vendors on the website at any time.

Reliance on Information Posted

The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

This Website may include content provided by third parties, including materials provided by other users and third-party licensors, and/or reporting services. All statements and opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by NETWORK, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of NETWORK. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

We may update the content on this Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.

Limitation of Liability

AS A CONDITION OF USE OF WEBSITE, YOU AGREE THAT NEITHER NETWORK, ITS AFFILIATES NOR ANY OF ITS MEMBERS SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, CAUSED BY THE USE OR POSTING OF ANY MATERIAL ON THE NETWORK SITE BY NETWORK OR ANY NETWORK USER. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Intellectual Property Rights

The Website and its entire contents and features (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by NETWORK, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.

Trademarks

The NETWORK name and NETWORK logo, and all related names, logos, product and service names, designs and slogans are trademarks of NETWORK or its affiliates or licensors. You must not use such marks without the prior written permission of NETWORK. All other names, logos, product and service names, designs and slogans on this Website are the trademarks of their respective owners.

Indemnification

You are personally responsible for your behavior while you use the Website. You hereby agree to indemnify, defend, and hold the NETWORK and any affiliated companies and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns (collectively “Indemnified Parties”) harmless from and against any and all claims, liabilities, damages, judgments, awards, losses, expenses, fees, and costs, including, but not limited to, reasonable attorney’s fees and settlement amounts, incurred by any Indemnified Parties in connection with any claim or demand of any third party alleging losses, damages, injuries, expenses, harm, costs and the like arising out of your use of, or inability to use, the Website, connections to the Website, alleged violation of the Terms of Service or Privacy Policy, alleged violation of intellectual property rights, or alleged violation of federal or state privacy or data protection laws.

Governing Law and Jurisdiction

All matters relating to the Website and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Texas, United States of America, without giving effect to any choice or conflict of law provision or rule (whether of the State of Texas or any other jurisdiction).

Any legal suit, action or proceeding arising out of, or related to, these Terms of Use or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the State of Texas in each case located in the City of Dallas and County of Dallas. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Waiver and Severability

No waiver of by NETWORK of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of NETWORK to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Termination

NETWORK reserves the right to terminate the Website or any of its services at any time without notice. Additionally, NETWORK may terminate your right to access the Website for violation of any of these Terms of Service by you at any time without notice. In the event of termination, you will no longer be authorized to access the terminated services.

Revised April 2019

Antitrust Warning Regarding Member and Licensee Activities

Since the Tessitura Network is a membership organization that encourages collaboration, idea and best practice sharing among its members, it is important that we do so in an appropriate manner. This notice was prepared by Network counsel and has been distributed to all Tessitura licensees periodically since the company’s inception in 2002.

To: Tessitura Network Members and Tessitura Licensees

The purpose of this notice is to remind all members and licensees that your use of all Tessitura Network membership services is conditioned upon your agreement to use such services in a manner that complies with the law. This notice should not be considered an indication of any concern on the part of Tessitura Network, Inc. that there has been a violation of the antitrust laws. Rather, members and licensees are reminded that such services shall not be utilized in any manner that violates federal or state antitrust laws or other laws prohibiting anticompetitive practices. Tessitura Network, Inc. is committed to full and unequivocal compliance with the antitrust laws. It will not risk impairment of the functions it performs by any member's misuse of services in a manner which might violate the laws.

The antitrust laws generally prohibit any agreement or understanding inconsistent with the right and obligation of competitors to exercise independent business judgment in pricing their products or services, dealing with their customers and suppliers, and selecting the markets in which to compete. To the extent that certain Members are competitors, when they meet or work together there may be opportunities to reach unlawful agreements. It would be wrong, however, to conclude that all members’ discussions and activities carry antitrust risks. To the contrary, when such activities are conducted appropriately they play a valuable role in promoting free and open competition and present very few antitrust problems.

It is not possible to provide a complete list of antitrust rules that would cover every situation that the Members may encounter. Members should bear in mind, however, that the antitrust laws are concerned not with preventing meetings and discussions, but with agreements that unreasonably restrict competition. No express agreement or understanding amongst competitors is required; one can be inferred from statements and/or conduct. Accordingly, Members that offer or could potentially offer competing products in the same geographic area, should not exchange, discuss with each other, or solicit from each other the following: current or future prices or components thereof, including fees, discounts, credit terms, or other conditions of sale; limitations on sales to any geographic area; allocating customers or territories amongst competing members; or price lists or procedures for coordinating price changes. In addition, Members should not discuss rejection or termination of customers or suppliers, other than discussion about the pros and cons and experiences about suppliers that would be typical in the course of normal due diligence discussions about supplier merits and capabilities in the course of typical supplier selection or changes in the normal course of business. Blanket communications encouraging supplier changes among the community are prohibited. If you have any questions about appropriate communications, please consult with your legal counsel.

If there are any questions, please contact me directly or consult your counsel. Thank you for respecting the requirements in this area.

Respectfully, 
Jack

Jack Rubin, CEO
Tessitura Network, Inc. 
+1 888-643-5778 x 302