Effective Date: February 1, 2020

Please read these Terms of Use (“Terms” or “Terms of Use”) carefully before you start to use the Services (as defined below) provided on this website. By clicking to accept these Terms of Use and/or by continuing to use the Services, you are indicating that you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, incorporated herein by reference. The Terms of Use apply regardless of how you access or use the Services, whether via personal or institutional computers, mobile devices or otherwise.

If you do not agree to any of these Terms of Use or the Privacy Policy, please do not use our Services and delete your account now.

1. Introduction

1.1 FSS Link

Welcome to the Compass Working Capital, Inc. (“Compass,” "we" or "us") national online platform known as “Compass FSS Link” and located at the www.compassfsslink.org web site (the “FSS Link”). FSS Link is intended to facilitate connections and learning among Family Self-Sufficiency (“FSS”) program practitioners from around the country to strengthen the impact and reach of FSS nationally. By building FSS Link, Compass has created a national FSS network among housing and asset building organizations (the “Compass National Network”) and is committed to making resources available to FSS practitioners and our partner organizations that are part of this Compass National Network. FSS Link is owned and operated by Compass. 

1.2 About Compass

As a nationally recognized leader in the FSS field, Compass has been supporting public housing authorities (PHAs) and multifamily owners in their launch and growth of high impact FSS programs since 2010. As practitioners, our primary expertise is in program development, program management, and the delivery of services for FSS. Through experiences with our housing partners, we have also become familiar with the fundamental tools needed for a property owner and management entity to run a successful FSS program in compliance with HUD’s regulations and guidance. However, Compass is not a property owner or management company. PHAs and owners are solely responsible for managing their FSS program and complying with all federal and state law applicable to their FSS program. 

2. Member Registration 

This Section describes who is authorized to access FSS Link, the registration process for becoming a Member and the various levels of membership.  Users who have registered for our Services (“Members”) are able to access our content, discussion board and trainings, as well as other proprietary FSS program materials, forms and templates (collectively, “Compass Content”), which may be downloaded and edited by Members, depending on the level of Membership. 

2.1. Legal Age
The Services are offered and available to users that register with Compass who are 18 years of age or older, reside in the United States or any of its territories or possessions, and have registered as a Member. By using the Services, you represent and warrant that you meet all of these eligibility requirements. If you do not meet all of these requirements, you must not access or use our Services.

2.2 Registration
All Users must register with FSS Link by accessing this link.  The Services are available to Members at three different levels as further described here. 

  • During the registration process, you will be asked to provide certain registration details or other personal information.  The way in which your data is collected and stored is described in further detail in our Privacy Policy.
  • When creating your account, you agree that you will provide current, complete and accurate information, and you agree that you will update your account information as necessary to keep it current, complete and accurate. If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures (“Member Credentials”), you must treat such information as confidential, and you must not disclose it to any other person or entity, or allow any other person to access FSS Link using your Member Credentials.  You must notify us immediately at [email protected] of any unauthorized access to or use of your Member Credentials or any other breach of security. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time if, in our opinion, you have violated any provision of these Terms of Use.
     

3. Access and License to Compass Content

3.1 Compass Owns FSS Link
FSS Link and its entire contents, including the Compass Content, and all the features and functionality of FSS Link (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by Compass, 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.

3.2 License to Use Compass Content
These Terms of Use permit Members who have registered with FSS Link to access the website and the Compass Content contained therein during the Membership Term (as defined below), for the limited purpose of enhancing the effectiveness of the Member’s FSS Program(s)  identified during Member’s registration for FSS Link (the “Purpose”).  

Importantly, your “Membership” (whether “Basic,” “Pro,” “All Access”) may only be used with a single FSS Program as identified during Member’s registration with FSS Link (the “Registered FSS Program”).  If a Member is employed by or affiliated with a Network Affiliate that has more than one FSS Program, then Member must register each FSS Program under a separate membership with FSS Link. Please contact us at [email protected] with questions about this term of use.

Except as expressly provided in these Terms, Members must not download, copy, reproduce, distribute, edit, modify, create derivative works of, publicly display, publicly perform, republish, store, or transmit any of the content comprising or published on or through FSS Link, including the Compass Content.  

If you are a Member with a Basic Membership, Compass expressly grants you the limited, revocable, non-transferable right during the Membership Term to do the following:

a) You may view and review the Compass Content as often as you wish in connection with the Purpose identified above for the Registered FSS Program. 

If you are a Member with a Pro or All Access Membership, Compass expressly grants you the limited, revocable, non-transferable right during the Membership Term to do the following:

b) You may view, download, copy, reproduce, share, publicly display, modify, edit, create derivative works from, publicly perform, republish, store, transmit and otherwise use the Compass Content, provided that:

(i) all such activities are in furtherance of the Purpose and for no other purpose; 

(ii) all use, downloading, copying, reproduction, sharing, display, modifying, editing, creation of derivative works, performance, publication, storage and transmission of the Compass Content is done solely in connection with the Registered FSS Program associated with your membership;

(iii) you do not share the Compass Content with any other person or entity that is not authorized to access and use the Compass Content, except that Members may share the materials with clients and other such Member employees and agents in connection with the Purpose in connection with the Registered FSS Program; 

(iv) if you create a modified version (“Modified Version(s)”) of the Compass Content, you will remove any Compass Trademarks and include a legend substantially as follows:

These materials are based upon and/or incorporate content that was created by Compass Working Capital, and is used with Compass' permission.

(v) All use of Compass Content and Modified Version(s) must be consistent with these Terms of Use and must comport with the standards of quality commensurate with the quality of content provided by Compass.

3.3 License to Use Modified Version(s)
When you create Modified Version(s), you grant us and our licensees, successors and assigns the perpetual, royalty-free right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties the Modified Version(s) for any purpose.  You further agree that, upon request, you will modify such Modified Version(s) according to our reasonable requests, in order to bring such materials into compliance with these Terms of Use (as they may be modified from time to time) and/or to ensure that the Modified Version(s) you are using do not harm the reputation or intellectual property rights of Compass and its licensors.  If you wish to make any use of material on FSS Link other than that set out in this section, please address your request to [email protected]. 

3.4 Compass Program Materials. 
Network Members and some other Members may have separate contracts with Compass to create customized programming and associated materials “Program Materials.”  The use of Program Materials created under separate contracts with Compass are governed by those contracts. Should you have questions about the terms that govern any content at FSS Link or any Program Materials, please contact Betty Francisco, General Counsel, [email protected]. 

If you print, copy, modify, download or otherwise use or provide any other person with access to any part of FSS Link in breach of the Terms of Use, your right to use FSS Link will cease immediately and you must, at our option, return or destroy any copies of the materials you have made, including any Modified Versions. No right, title or interest in or to FSS Link or any content on FSS Link is transferred to you, and all rights not expressly granted are reserved by Compass. Any use of FSS Link not expressly permitted by these Terms of Use is a breach of these Terms of Use.

End of Membership Term

At the end of the Membership Term (as defined in Section 8 below), the licenses set out above shall terminate.  However, prior Members may retain and continue to enjoy a limited right to use, reproduce, display and share Compass Content previously lawfully downloaded and any Modified Version(s) created by Pro and/or All Access Members under these Terms prior to termination (collectively, “Retained Content”) as long as such use is limited to the use for the benefit of the Registered FSS Program(s) initially identified to Compass during registration for FSS Link, and for no other purpose.  For purposes of clarity, after termination no Member may continue to download Compass Content, nor, modify, edit, or make derivative works based upon or incorporating the Compass Content or any Retained Content for any program other than the Registered FSS Program(s).  Furthermore, all Compass trademarks and all proprietary rights legends that appear on Retained Content must remain on such materials.  Compass reserves the right to terminate the rights set out in the foregoing paragraph if it learns that any Member or former Member has used the Retained Content inappropriately, contrary to these Terms and/or has removed any proprietary rights legends or trademarks.  

4.  Accessing the Services and Account Security

Compass hereby grants you a limited, personal, non-exclusive, fully revocable license to use and access the Services as set forth in these Terms of Use, provided that:

 (i) You do not distribute any part of the Services (other than User Contributions owned by you, and, if applicable to your membership level, Compass Content pursuant to the license granted in these Terms of Use) in any medium without our prior written authorization;

 (ii) You do not alter, disassemble, decompile, reverse engineer or otherwise modify any part of our Services other than as may be reasonably necessary to use our Services, or as expressly authorized herein; and

 (iii) You otherwise comply with these Terms of Use.

5. User Contributions

FSS Link contains a discussion board, messaging tools, personal web pages or profiles, forums, bulletin boards and other interactive features (collectively, "Interactive Services") that allow Members to post, submit, publish, display or transmit to other Members or users (hereinafter, "post") content or materials (collectively, "User Contributions") on or through FSS Link. User Contributions may be used, distributed and published by Compass and viewed by all users of our Services. By using the Interactive Services, you are opting to receive messages from other Users and you also give us permission to display your name, organization, and title on any posts where you participate or publish new content. You understand that we do not guarantee any confidentiality with respect to any User Contributions. All User Contributions must comply with the Content Standards set out in these Terms of Use and our Community Guidelines.

5.1. Responsibility for User Contributions

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not Compass, have full responsibility for such content, including its legality, reliability, accuracy and appropriateness. Compass is not responsible, or liable to any third party, for the content or accuracy of any User Contributions posted by you or any other user of FSS Link. 

In connection with User Contributions, you represent and warrant that:

(i) You own or control all rights in and to the User Contributions and have the right to grant the licenses granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns.

(ii) Submitting, posting or publishing your User Contribution on or through the Services does not and will not violate any confidentiality obligations between you and any person or organization or the privacy rights, publicity rights or other rights of any person; and

(iii) You have the written consent, release, and/or permission of each and every identifiable person or organization in your User Contribution to use the name or likeness of each and every such identifiable person or organization to enable inclusion and use of the User Contributions in the manner contemplated by the Services and these Terms of Use.

You further affirm, represent and warrant that your User Contributions are not defamatory or libelous in any manner whatsoever.

5.2. Ownership of and License to User Contributions

You will retain all ownership rights in your User Contributions. By submitting a User Contribution on FSS Link and permitting it to be viewed on our Services, you hereby grant to us a perpetual, worldwide, non-exclusive, royalty-free, fully paid up, sublicenseable and transferable license to use, post and store User Contributions on our Services and servers and publish, distribute and display such User Contributions in connection with our Services, including without limitation the right to distribute such User Contributions for marketing purposes to other users and third parties for any purpose. You further hereby waive any and all moral rights and all rights of a similar nature in any jurisdiction in your User Contribution.

5.3. Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services that may be available on FSS Link. User Contributions must in their entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, User Contributions must not:

  • Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
  • Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.
  • Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy.
  • Be likely to deceive any person.
  • Promote any illegal activity, or advocate, promote or assist any unlawful act.
  • Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.
  • Impersonate any person, or misrepresent your identity or affiliation with any person or organization. 
  • Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.
  • Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
  • Violate the FSS Community Guidelines

Compass does not endorse any User Contribution or any opinion, recommendation, or advice expressed therein. 

5.4. Consent to Exposure to User Contributions

You understand and acknowledge that you may be exposed to User Contributions that are inaccurate, offensive, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Compass with respect thereto.

6. 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 FSS Link, including the Compass Content thereafter. However, any changes to the dispute resolution provisions set forth in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice on or prior to the date the change is posted on FSS Link. Your continued use of FSS Link following the posting of applicable revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you. 

7. Third-Party Web Sites 

FSS Link may contain links to other third-party web sites that are not owned or controlled by Compass (“Third-Party Sites”).  Compass has no control over, and assumes no responsibility for, the products, services, content, privacy policies or practices of any institutional or Third-Party Sites.  If you decide to access any Third-Party Site linked to our Services, you do so entirely at your own risk.  Accordingly, we encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each other web site that you visit.

8. Term

The rights granted to you as a Member extend from the time of your registration until the earlier of (a) termination of your employment or engagement with the Member, or (b) cancellation or termination of the Member’s FSS Link Account (“Membership Term”).

9. Trademarks

FSS Link, COMPASS WORKING CAPITAL and the Compass Working Capital and FSS Link logos, and all related names, logos, product and service names, designs and slogans are trademarks of Compass or its affiliates or licensors (“Trademarks”). You must not use such marks without the prior written permission of Compass. All other names, logos, product and service names, designs and slogans on FSS Link are the trademarks of their respective owners.  Where our Trademarks appear on Compass Content, you may not modify or remove such Trademarks. However, if you create any Modified Version(s) of the Compass Content, you must remove such Trademarks and include a legend substantially in the form set forth in Section 3.2.

10. Prohibited Uses

You may use FSS Link only for lawful purposes and in accordance with these Terms of Use. You agree not to use FSS Link:

  • In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries). 
  • To copy or create content using the Compass Content for commercial activities or resale.
  • To send, knowingly receive, upload, download, use or re-use any material which does not comply with the Content Standards set out in Section 12 of the Terms of Use.
  • To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail", "chain letter" or "spam" or any other similar solicitation.
  • To impersonate or attempt to impersonate Compass, a Compass employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or screen names (as applicable) associated with any of the foregoing).
  • To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of FSS Link, or which, as determined by us, may harm Compass or users of FSS Link or expose them to liability.

Additionally, you agree not to:

  • Use FSS Link in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of FSS Link, including their ability to engage in real time activities through FSS Link.
  • Use any robot, spider or other automatic device, process or means to access FSS Link for any purpose, including monitoring or copying any of the material on FSS Link.
  • Use any manual process to monitor or copy any of the material on FSS Link or for any other unauthorized purpose without our prior written consent.
  • Use any device, software or routine that interferes with the proper working of FSS Link.
  • Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
  • Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of FSS Link, the server on which FSS Link is stored, or any server, computer or database connected to FSS Link. 
  • Attack either of FSS Link via a denial-of-service attack or a distributed denial-of-service attack.
  • Otherwise attempt to interfere with the proper working of FSS Link.
     

11. Monitoring and Enforcement; Termination

We have the right to:

  • Remove or refuse to post any User Contributions for any or no reason in our sole discretion.
  • Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms of Use, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of FSS Link or the public or could create liability for Compass.
  • Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
  • Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of FSS Link. 
  • Terminate or suspend your access to all or part of FSS Link for any or no reason at our sole discretion, including without limitation, any violation of these Terms of Use.

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 FSS Link. YOU WAIVE AND HOLD HARMLESS COMPASS AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY SUCH PARTIES, OR LAW ENFORCEMENT AUTHORITIES.

However, we do not undertake to review material before it is posted on FSS Link 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. 

12. Copyright Infringement; Digital Millennium Copyright Act

12.1. Notification

If you are a copyright owner or an agent thereof and believe that any User Contribution or other infringes upon your copyright, you may submit a written notification pursuant to the Digital Millennium Copyright Act (“DMCA”) (see 17 U.S.C. § 512(c)(3) for further information) by providing our Copyright Agent (listed below) with the following information:

(i) An electronic or physical signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

(ii) A description of the copyrighted work claimed to have been infringed or if multiple copyrighted works are covered by a notification, a representative list of such works on the Services;

(iii) A description of the location on the Services of the allegedly infringing material(s);

(iv) Your address, telephone number, and e-mail address;

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

(vi) A written 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.

Our designated Copyright Agent for notice of claims of infringement is:

Betty Francisco, General Counsel
Compass Working Capital
89 South Street, Suite 804
Boston, MA 02111
[email protected]
(617) 790-0810 x225

Only notices of alleged copyright infringement should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be directed to our customer service at [email protected]. You acknowledge that if you fail to comply with all of the notice requirements of the DMCA, your notice may not be valid.

12.2. Counter-Notification

If you believe that any User Contribution of yours that was removed is not infringing, or that you have the appropriate rights from the copyright owner or third party, or pursuant to the law, to post and use the material in your User Contribution, you may send a counter notification containing the following information to the Copyright Agent:

(i) Your physical or electronic signature;

(ii) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled;

(iii) A statement (under penalty of perjury) that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the material; and

(iv) Your name, address, telephone number, and e-mail address, along with a statement that you consent to the jurisdiction of the federal court in the commonwealth or state in which you are located or the Commonwealth of Massachusetts and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counter notification is received by the Copyright Agent, we shall send a copy of such counter notification to the original notifying party. The original notifying party shall have ten (10) business days to file an action for copyright infringement and seek a court order against the content provider or user posting such material. If no such infringement action is filed within such 10 business days, Compass may, in its sole discretion, reinstate the removed material or cease disabling such material.

12.3. Termination of Access

In accordance with the DMCA and other applicable law, we shall, in appropriate circumstances, terminate access, at our sole discretion, of any User (including a Member) that we find to be a repeat infringer of others’ copyrights. Compass may also, in its sole discretion, limit or fully terminate access to our Services of any user infringing the intellectual property rights of others, regardless of whether such user is repeat offender or not.

13. Reliance on Information Posted

The information presented on or through FSS Link, including the Compass Content is made available solely for general information purposes.  It may be updated from time to time at our discretion.  We do not warrant the accuracy, completeness or usefulness of this information or any updates to the 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 FSS Link, or by anyone who may be informed of any of its contents.

The Services may contain information provided by third parties, including materials provided by other users. All statements and/or opinions expressed through materials available on FSS Link (other than the materials that we provide) are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Compass. 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.

14. Online Purchases and Other Terms and Conditions

Users have the option to purchase premium access to the Services and to make other purchases through FSS Link.  If you make a purchase through FSS Link, and/or pay for membership, please be advised that the fees are non-refundable, regardless of whether we exercise our right to terminate or suspend your account.  For your information, we use the services of third parties to process payments and/or to fulfill orders (“Third-Party Providers”).  Compass does not receive or retain your payment information, including your credit card information, when you sign up to be a member, and all of your payment details and any order fulfillment details are handled by Third Party Providers who have agreed with us that they will use whatever information you provide to them only in connection with the fulfillment of your orders or payment of any necessary fees.  Your payments to and agreements with such Third-Party Providers may be subject to additional terms and conditions.  

15. Geographic Restrictions

We provide the Services for use at the property(ies) or program(s) identified during registration for FSS Link. FSS Link may be used only by persons located in the United States. We make no claims that FSS Link or any of the Compass Content are accessible or appropriate outside of the United States. Access to FSS Link may not be legal by certain persons or in certain countries. If you access FSS Link from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

16. Disclaimer of Warranties

You understand that we cannot and do not guarantee, represent or warrant that the content and information available through our Services or that materials you may access or download using our Services will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and security protocols to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. 

WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF FSS LINK, OR ANY SERVICES OR ITEMS OBTAINED THROUGH FSS LINK, OR FOR LOSS, DAMAGE OR CLAIMS ARISING OUT OF YOUR DOWNLOADING OR UPLOADING OF ANY MATERIAL TO OR FROM FSS LINK, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF FSS LINK, THE COMPASS CONTENT, THE COMPASS CONTENT AND/OR ANY SERVICES OR INFORMATION OBTAINED THROUGH FSS LINK (COLLECTIVELY, “MATERIALS”) IS AT YOUR OWN RISK. FSS LINK AND THE MATERIALS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. 

NEITHER COMPASS NOR ANY PERSON ASSOCIATED WITH COMPASS MAKES ANY REPRESENTATIONS, GUARANTEES OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, OR ARISING BY CUSTOM OR TRADE USAGE, WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, FITNESS, AVAILABILITY, EFFECTIVENESS OR APPLICABILITY OF FSS LINK OR ANY MATERIALS CONTAINED THEREIN, NOR IS ANY REPRESENTATION, GUARANTEE OR WARRANTY, WHETHER EXPRESS OR IMPLIED, MADE REGARDING THE LEGAL OR REGULATORY COMPLIANCE OF THE MATERIALS, OR THE SUCCESS OR APPROPRIATENESS OF OUTCOMES ACHIEVED BY USING THE MATERIALS.

WITHOUT LIMITING THE FOREGOING, NEITHER COMPASS NOR ANYONE ASSOCIATED WITH COMPASS REPRESENTS, GUARANTEES OR WARRANTS THAT FSS LINK OR THE MATERIALS WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT FSS LINK OR THE SERVER(S) THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT FSS LINK OR ANY MATERIALS WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. 

COMPASS HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.

THE ABOVE DISCLAIMERS DO NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

17. Limitation on Liability

IN NO EVENT WILL COMPASS, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, ANY FSS LINK, ANY WEBSITES LINKED TO FSS LINK, ANY MATERIALS ON FSS LINK OR SUCH OTHER WEBSITES, OR ANY SERVICES OR ITEMS OBTAINED THROUGH FSS LINK OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. THIS LIMITATION DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

18. Indemnification

You agree to defend, indemnify and hold harmless Compass, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, agents, successors and assigns from and against any claims, losses, liabilities, damages, and expenses, (including legal fees) arising out of or relating to your violation of these Terms of Use, your use of FSS Link, including, but not limited to, your User Contributions, any use of the Services, the Compass Content or the Compass Content other than as expressly authorized in these Terms of Use, your use and/or reliance upon any information obtained from FSS Link, and your negligence and willful misconduct. 

All matters relating to FSS Link 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 Commonwealth of Massachusetts, without giving effect to any choice or conflict of law provision or rule.

Any legal suit, action or proceeding arising out of, or related to, these Terms of Use or FSS Link shall be instituted exclusively in the federal courts of the United States or the courts of the Commonwealth of Massachusetts. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

19. Waiver and Severability

No waiver of by Compass 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 Compass 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. 

20. Entire Agreement

The Terms of Use, including our Privacy Policy and the terms and conditions set out in our agreement with the Network Member that has designated the relevant Member, constitute the sole and entire agreement between you and Compass with respect to FSS Link and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to FSS Link. 

21. Your Comments and Concerns

All other feedback, comments, requests for technical support and other communications relating to FSS Link should be directed to: [email protected]. 

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information provided by you to Compass are not confidential and you grant us a worldwide, royalty-free license to distribute, publish, modify, edit or otherwise use your submissions. We are entitled to the unrestricted use and dissemination of these submissions for any purpose, commercial or otherwise without any acknowledgement of or compensation to you.