TERMS AND CONDITIONS OF USE

The TCW Benefit, Inc. (TCWB) are pleased to welcome you join to be our member. You must agree to the following Terms and Conditions of Use to proceed with your registration and enjoy the benefits of this website as an authorized user (“User”).

The documents and other materials on the TCWB website (collectively, the “Materials”) may only be accessed and used as permitted by the right-of-use license (“License”) stated in these Terms and Conditions of Use. By registering to use this website and accessing it, the User agrees to, and becomes a licensee subject to, these Terms and Conditions of Use.

TCW Benefit, Inc. (TCWB) provides the Materials under a nonexclusive, non-transferable, limited and revocable license permitting access to and use of the TCWB website and the Materials on it by the individual User who has registered for access to the TCWB website. The User is licensed to access the TCWB website and the Materials only for that User’s personal, non-commercial use. The User agrees to comply with all applicable laws in accessing and using the TCWB website or the Materials. The User is not permitted to exploit the Materials or the information contained in the Materials for any commercial or monetary purpose, or to transfer, disclose or disseminate such information or the Materials, in whole or any part, to any third party. Any reprinting, sublicensing, copying, modification, publication, republication, assignment, transfer, sale, or other distribution or use of the Materials or the information contained therein is strictly prohibited unless the User has obtained the prior written consent of TCWB or of the authors or other copyright owners of the Materials (who may be identified as such on the website). The User may make a limited number of copies of any Materials for personal use only, but may not disseminate those copies or the content of any Materials to third parties.

By registering for use of this website and accessing any Materials on it, the User is agreeing that he/she will not:
(i) copy, modify, print, reprint, download, store, record, write, modify, adapt, translate, port, publish, republish, broadcast, distribute, disclose, transfer, or otherwise use or disseminate the Materials or any content or substance thereof, except as may be expressly permitted by these Terms and Conditions of Use;
(ii) provide access to the TCWB website to, or permit access to the TCWB website by, any third persons or entities;
(iii) exploit or use the Materials, in whole or part, commercially or for any purpose other than personal informational use;
(iv) modify, adapt or otherwise use or incorporate any part of the Materials as part of any other work, merge the Materials or any part thereof with any other data or materials of any kind, manipulate or reformat the Materials or any information or data contained in the Materials so as to produce a distinct work, or otherwise create any derivative works based on the Materials;
(v) sublicense or attempt to sublicense the Materials or the right to access the TCWB website, to any third parties;
(vi) use the Materials or any information contained in the Materials to operate an information service or bureau;
(vii) derive or attempt to derive the source code or structure of any of the Materials provided on the TCWB website, by reverse engineering, disassembly, decompilation, or other means or methods of any kind;
(viii) remove any copyright or other notice or identifying element of ownership or authorship of the Materials;
(ix) do or commit any other act that has the result that the proprietary and confidential nature of the Materials or any part of them, or their substance, is compromised or disclosed to third parties, except as expressly permitted by these Terms and Conditions of Use;
(x) upload or post to, or distribute or transmit to or through, the TCWB website any messages, information or materials except in compliance with the provisions regarding Use of interactive communication channels stated in these Terms and Conditions of Use or other applicable TCWB provisions governing such messages, information or materials.

Removal, modification or refusal of certain materials
TCWB reserves the right, at its sole discretion, to block access to or remove any material on the TCWB website's servers that TCWB believes in good faith to be copyrighted material that has been illegally copied or distributed, or that infringes any other third party intellectual property rights; and may, at TCWB’s sole discretion, decline to accept material from any prior or repeat offender. TCWB also reserves the right to block access to, or remove, at its sole discretion, any material on the TCWB website's servers that TCWB believes in good faith to violate any federal, state or local law or regulation, to constitute possible libel, slander or other defamation, or otherwise to be harmful to or disparaging of any person, group or entity.

TCWB reserves the right to refuse contributions of Material at any time without notice, in its sole discretion. TCWB reserves the right to discontinue or modify, in its sole discretion, any of the Material contained on the TCWB website or servers at any time, without notice to Users, including the User that may have contributed the Material in question.

The Materials may include technical inaccuracies or typographical errors. TCWB reserves the right to make changes and updates to any information contained on the TCWB website's servers without prior notice.

TCWB Member Account and security
Each User will create a Nickname upon completing the TCWB’s registration process, and will use this Nickname as part of the User’s logon credentials for access to and use of the TCWB website. The User is responsible for maintaining the confidentiality of this Nickname, and is fully responsible for all activities that occur under or using the User’s logon credentials. User agrees immediately to notify TCWB of any unauthorized use of the User’s logon credentials or any other breach of security of the TCWB website or confidentiality of the Materials known to the User, or which the User has substantial reason to believe has occurred. TCWB will not be liable for any loss or damage of any kind arising in whole or part from or related in whole or part to User’s failure to comply with this provision.

Use of interactive communication channels
User shall not upload or post to, or distribute or transmit to or through, the TCWB website any messages, information or materials that violate any federal, state or local law or regulation, that violate or infringe the legal or equitable rights of others, or that are libelous, defamatory, obscene, pornographic, threatening, abusive, unlawful or otherwise violate any law or regulation, or that do or are intended to encourage such conduct. The User agrees to adhere to and abide by the rules posted by TCWB concerning the use of the TCWB “blog” or other User-posting and User commentary sections of the TCWB website.

User agrees that TCWB has no responsibility for the content of any messages, information or materials uploaded, posted, distributed, or transmitted by Users of the TCWB website. However, TCWB retains the right, but has no obligation, to monitor, review, edit, delete, remove or refuse to post any User or third-party content that TCWB deems, in its sole discretion, objectionable or in violation of these Terms and Conditions of Use. User agrees that TCWB may disclose any information necessary to satisfy any law, regulation or lawful governmental request, and TCWB reserves the right to do so.

Indemnification of TCWB by User
User agrees to indemnify and hold TCWB (including any and all association members, and any and all TCWB and association members’ officers, directors, employees, agents and representatives) harmless from and against any and all claims, demands, suits or other complaints (collectively “Claims”) based in whole or part on allegations that User, or any messages, information or materials uploaded, posted, distributed, or transmitted to or though this website by User, or by any person utilizing User’s access identity and authorizations, passwords or other access information, has (i) violated any applicable federal, state or local law or regulation; (ii) violated, damaged or infringed any third party’s legal or equitable rights or interests, including but not limited to third party intellectual property rights, which include but are not limited to rights arising from copyright, trademark or service mark, patent, trade secrets or other confidential or proprietary rights, property or interests of any kind; or (iii) has otherwise harmed any third party. This obligation to indemnify TCWB includes, but is not limited to, reimbursing TCWB for its costs of defending or settling any such Claims, including any damages, fines, penalties or other costs of any kind assessed or imposed by a court or regulatory agency or other tribunal, and including reasonable attorneys fees and other costs and expenses incurred in conducting such defense or achieving such settlement.

Links to third-party websites; links and pointers
This website may contain links and pointers to other Internet sites or content provided or maintained by third parties. TCWB does not sponsor, validate, provide, operate, approve or control in any respect any information, products or services on such third-party sites. Third-party links are included solely for the convenience of Users, and do not constitute an approval or endorsement by TCWB or its suppliers. User assumes sole responsibility for any use of links and pointers to third party websites. TCWB expressly disclaims any reliance on, sponsorship of, or responsibility for the content of any third party websites, including any to which links or pointers occur on the TCWB website or in any Materials on the TCWB website; and the User agrees that TCWB shall never be liable for or on account of User’s access to, use of, or reliance on any such third party websites or the content on those sites.

Privacy
TCWB’s Privacy Policy is available at http://www.tcwbenefit.com/policy.asp

PROCEDURES FOR REPORTING COPYRIGHT INFRINGEMENT
Notice of alleged copyright infringement by any Materials on the TCWB website must be made in writing to TCWB, by directing a Notice of Alleged Infringement (“Notice”) to:

The Notice to TCWB must include:

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

(ii) specific identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single Notice, a complete, itemized identification of such works. This may require the provision of a copy of the work(s) alleged to have been infringed, if not voluminous, or if voluminous, excerpts from the work(s) sufficient to identify the work(s) without ambiguity;

(iii) identification of the specific material on the TCWB website that is claimed to be infringing or to be the subject of infringing activity, and that is requested to be removed or access to which is requested to be disabled, together with information sufficient to permit TCWB to locate the material on the TCWB website easily;

(iv) contact information sufficient to permit TCWB to contact the complaining party, including a full name, address, telephone number, and, if available, an electronic mail address, at which the complaining party may be contacted; and

(v) a sworn and notarized statement that (a) the complaining party has a objective good faith belief that use of the allegedly infringing material in the manner complained of is not authorized by the copyright owner, its agents, or the law; (b) the information provided in the Notice by the complaining party is accurate; (c) the User-contributor who has posted the materials alleged to be infringing is not authorized to have used such copyrighted work in whole or part in the manner complained of; and (d) the complaining party is the owner of the copyright that is allegedly being infringed (or is authorized by the copyright owner to act on that owner’s behalf, together with a copy of a written, notarized authorization to that effect from that owner).

If a Notice of Alleged Infringement does not comply with these requirements, TCWB may attempt to contact the person making the Notice and obtain additional information that complies with these requirements, but TCWB is not obligated to do so. TCWB may, at its discretion, not act on the basis of a Notice that is incomplete or that, on its face, is internally inconsistent or contradictory, or that appears to be legally flawed or patently implausible.

Once a proper written Notice is received by TCWB, and if it appears to state an objectively supportable legal claim on its face, TCWB will:

(A) remove or block access to the allegedly infringing material; and

(B) notify the User-contributor supplying the allegedly infringing material of TCWB’s action.

If the User-contributor supplying the allegedly infringing material provides TCWB a timely written counter-notification with the elements described below, TCWB will:

(1) send a copy of the counter-notification to the person making the claim of infringement; and

(2) inform the person making the claim of infringement that TCWB may unblock or permit the reposting of the blocked or removed material in ten (10) business days, unless the person making the claim of infringement notifies TCWB in writing that he/she has filed an action seeking a court order to restrain the TCWB User-contributor from engaging in the allegedly infringing activity relating to the material in question, and provides a file-stamped copy of the complaint initiating such a lawsuit.

Counter-Notification
Counter-notification must be in writing to TCWB’s designated agent, who will be identified by TCWB in the TCWB notice to the User-contributor supplying the allegedly infringing material, and must include:

(w) the physical or electronic signature of the User-contributor of the material alleged to have infringed the complaining party’s copyrights;

(x) specific identification of the material that has been blocked or removed and the specific location in the TCWB website at which it appeared before it was removed or blocked;

(y) a sworn and notarized statement either that the User-contributor has an objective good faith belief that the challenged material was removed or blocked as a result of mistake or misidentification of the material removed or blocked, or that the User-contributor has a clear legal right to use the challenged materials in the manner complained of, together with documentary support for that assertion; and

(z) the User-contributor’s name, address, and telephone number, and, if available, an electronic mail address, together with a statement that the User-contributor consents to the jurisdiction of the federal district court for the judicial district in which the User-contributor’s address is located (or if the User-contributor’s address is outside the United States, for the judicial district in which TCW Benefit, Inc. (TCWB) is located), and that the User-contributor will accept service of process from the person who made the claim of infringement or an agent of such person.

Disclaimer of warranty; limitation of liability
THE USER OF THE TCWB SITE ASSUMES ALL RESPONSIBILITY AND RISK FOR THE USE OF THE SITE, THE MATERIALS AND THE INTERNET GENERALLY. TCWB AND ITS AFFILIATES DISCLAIM ANY AND ALL WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS, EXPRESS OR IMPLIED, WITH REGARD TO THE MATERIALS, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR USE FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.

TCWB EXPRESSLY DISCLAIMS ANY REPRESENTATIONS OR ANY WARRANTY ABOUT, AND DOES NOT ASSUME ANY LEGAL LIABILITY OR RESPONSIBILITY FOR, THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY MATERIAL ON THE TCWB SITE. TCWB WILL NOT BE LIABLE FOR ANY COMPENSATORY, SPECIAL, DIRECT, ACTUAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING DAMAGES RESULTING FROM LOSS OF USE, LOSS OF DATA, OR LOST OR FORGONE PROFITS, ARISING OUT OF OR IN CONNECTION WITH THE USE, ACCURACY OR COMPLETENESS OF THE MATERIALS ON THE TCWB SITE. IF THIS LIMITATION OF LIABILITY OR THE EXCLUSION OF WARRANTY IS HELD INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, THEN TCWB'S MAXIMUM LIABILITY FOR ANY AND ALL TYPES OF DAMAGES CUMULATIVELY SHALL BE LIMITED TO U.S. $100.

THE MATERIALS ON THE TCWB SITE ARE PROVIDED ON AN 'AS IS' BASIS AND WITHOUT WARRANTIES OF ANY KIND. NO INFORMATION GIVEN BY TCW Benefit, Inc. (TCWB), ITS AFFILIATES, OR THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, AGENTS OR REPRESENTATIVES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

Some states do not allow the exclusion or limitation of incidental or consequential damages or the disclaimer or limitation of duration of an implied warranty, so the limitation or exclusion stated herein may not apply to all Users. This disclaimer of warranty will not apply to the extent that any provision of this disclaimer of warranty is prohibited by any federal, state, or local law that cannot be preempted or waived by contract or other consent. If the User’s state law does not permit such disclaimers of implied warranties, that User may have specific legal rights, and Users may also have other rights which vary from state to state.

No endorsements
Reference on the TCWB website or in any Materials to any products, services, or processes, or hypertext or other links to third parties or other information, by trade name, trademark, service mark, or to any manufacturer, supplier or otherwise does not imply endorsement, sponsorship, approval or recommendation by TCWB.

Modification of Terms and Conditions of Use from time to time
TCWB reserves the right to modify these Terms and Conditions of Use at any time, in its sole discretion; the User agrees to abide by these Terms and Conditions of Use as they may be posted on this website from time to time, including any modifications by TCWB, whether or not separate notice of such modifications has been provided to the User; and the User agrees and acknowledges that it is the User’s responsibility to check this website periodically to determine if these Terms and Conditions of Use have been modified.

Governing law; venue; severability
This Agreement will be governed by the laws of the State of Texas, with the exception of its choice of laws provisions, so that Texas substantive contract and other law shall apply to the interpretation, application and enforcement of this Agreement. Venue for any claim or dispute arising under or related to this Agreement will be exclusively in the state courts of Travis County, Texas, or the federal district courts of the Western District of Texas, Austin Division. If any provision of this Agreement is declared invalid or unenforceable, the remaining provisions of this Agreement will remain in effect.

Contacting TCWB
Any questions about these Terms and Conditions of Use, TCWB’s Privacy Policy, the practices of the TCWB website, or your use of or dealings with the TCWB website should be directed to:

WEBMASTER
For U.S. mail and courier delivery:
44655 S. Grimmer Blvd., Fremont, CA 94538