Corporate Membership Terms of Service
VERSION 6: January 1, 2021
This Membership Agreement (“Agreement”) is a legal agreement between you (“You/Your”), and Ally Energy, Inc (“Ally Energy”). You understand that the rights of membership, including the right to identify membership, begin only when you have been notified that your application for membership has been accepted, or if you are a company when the invoice is paid, and only for as long as you are an active member of Ally Energy.
Membership Levels, Qualifications, Dues & Fees
Ally Energy membership is open to individuals and companies involved directly/indirectly with the energy industry. For individuals, current membership-specific levels, required qualifications, and benefits can be found in the Membership section of the Ally Energy website (https://www.allyenergy.com and may be updated at any time by the Ally Energy. For companies, the members, required qualifications, benefits, and annual dues/fees are tailored by Ally Energy in conjunction with signing this Agreement. You shall pay dues, fees, and other assessments applicable to Your level of membership, as established from time to time by Ally Energy. Ally Energy may establish reasonable additional fees or charges for participation in meetings or for other benefits of membership. You shall bear Your own costs and expenses for participation in Ally Energy, such as travel, employee compensation, and incidental expenses.
Corporate Members are solely responsible for administering the memberships of their employees, agents, or representatives, and those of their Affiliates, who are granted membership pursuant to this Agreement. As such, the Corporate Member, not Ally Energy, shall be the point of contact for any issues, disputes, questions, or other inquiries of those employees, agents, or representatives. Corporate Members agree to be solely liable for any claims whatsoever brought by their employees, agents, or representatives for any injuries that may or may not be caused by Ally Energy and Corporate Members hereby agree to indemnify Ally Energy for any claims brought by their employees, agents, or representatives against Ally Energy, except as set forth hereafter under “Limitations of Liability”. If any suit based upon any such loss, claim, action, damage, or expense is brought against Ally Energy, the Corporate Member, upon notice of the commencement thereof, shall defend the same at its sole cost and expense. Corporate Member shall also promptly pay any reasonable settlement sum, final judgment or arbitration award adverse to Ally Energy for such suit. For purposes of this Agreement, “Affiliates” means in relation to a Party, any entity controlled by, controlling or under common control with, such Party.
License to Identify Membership
During the Term of this Agreement, Ally Energy grants You and your Affiliates a nonexclusive, non-assignable and non-transferable limited license to use the Ally Energy name and Logo and its respective marks (GRIT Awards, Best Energy Workplaces, Energy 2.0, Energy Workforce of the Future) only as stated below in the following printed media whether as printed or "online" materials and electronic broadcast media: your website or domain name, social media, newspapers, periodicals, billboards, posters, direct mail, flyers, yellow pages or other directory advertising, telephone, television or radio spots, business cards, stationary, invoices, facsimile cover sheets and other standard business documents for the limited purpose of conveying notice of Your membership in Ally Energy. Your online use of the Name and/or Logo will be linked, at a minimum from the most prominent reference to the Name and/or Logo on the respective page, to the Ally Energy website at http://www.allyenergy.com (or such other address as shall be established).
You agree that the Ally Energy name and Logo may not be otherwise used, copied, reproduced, or altered in any manner. Nothing in this Agreement, or in Your use of the Ally Energy name and Logo, will give You any right whatsoever in the Ally Energy name and Logo, or in any similar marks, beyond the right granted in this Agreement. Ally Energy’s name and Logo may not be used in any way as to represent approval by Ally Energy of the content of media with prior written permission of Ally Energy. A copy of any proposed media must accompany all requests for permission.
Ally Energy’s name and Logo may not be used in any way as to represent an endorsement or certification by Ally Energy of any product or service offered by You. Nothing in this Agreement or in Your use of Ally Energy’s name and/or Logo shall confer any endorsement or approval of Your products or services or of You.
Ally Energy’s name and/or Logo are the property of Ally Energy and may only be used by a member of Ally Energy during that member’s period of membership. You are expressly prohibited from utilizing Ally Energy’s name and/or Logo for any purpose not permitted in this agreement, including copying Ally Energy’s name and/ or Logo, other than to make a single copy of the name and/or Logo in machine-readable format for back-up or archival purposes. You are permitted to make such copies for Your internal use only. You may not modify the Name and/or Logo or create derivative works based upon the Name and/or Logo or any part of Ally Energy’s name and/or Logo. Ally Energy’s name and/or Logo are protected by trademark and copyright laws and international trademark and copyright treaties, as well as other intellectual property laws and treaties and contain intellectual property exclusive to Ally Energy. All right, interest, title to, and ownership and intellectual property rights in, the Name and/or Logo and all copies remain with Ally Energy. Ally Energy reserves all rights not expressly granted.
Upon any termination, expiration, cancellation or suspension of Your membership or the Term of this Agreement, you shall discontinue all use of the Name and/or Logo. Furthermore, Ally Energy has an absolute right to terminate, cancel, suspend, or withdraw Your license at any time.
Rights to Corporate Member Logo, Trademarks, and Tradenames
Corporate Members hereby grant to Ally Energy the restricted license to use its name, logo, trademarks and tradenames for purposes of identification, marketing, advertising and the promotion of certain events and activities of the Ally Energy. Corporate Members also hereby grant to the Ally Energy the restricted license to use the Corporate Member’s logo associated with the name of the Corporate Member to carry out the Corporate Member’s obligations under this Agreement. The use by Ally Energy of the Corporate Member’s logo, trademarks, and tradename under the terms and conditions of this Agreement shall inure solely and exclusively to Corporate Member, and Ally Energy shall acquire no goodwill or other interest in them.
Use of Photography, Video and Statements
The parties to this agreement understand and acknowledge that photographs and audio/visual recordings may be taken of Members while attending and participating in Ally Energy events or activities. Each party agrees that Ally Energy must obtain written approval from Member and/or Corporate Member prior to using statements, quotes, individual photographs, individual videos, or other recordings directly attributed to Members and/or Corporate Member for informational, promotional, or marketing purposes.
Membership Term & Termination
For companies (“Corporate Member”), the term shall be the term indicated on the quote/order form following the signing of this Agreement and the Corporate Membership renews annually, unless another term is agreed to by the parties, in writing. For companies (“Corporate Member”), to cancel, you will need to provide written notice as per your agreement (a minimum of 90- and maximum of 120 days), prior to the upcoming renewal date. Ally Energy shall have the right, in its complete and sole discretion, to terminate the Agreement if You fail to comply with the terms and conditions of the Agreement and as such, breach this Agreement. Ally Energy shall not be responsible for a refund of any fees and charges paid by the member prior to termination of this Agreement.
Limitation of Liability
MEMBERS KNOWINGLY AND VOLUNTARILY ASSUME ALL RISKS OF PERSONAL INJURY, PROPERTY DAMAGE OR DEATH TO THEIR EMPLOYEES, AGENTS, OR REPRESENTATIVES DURING ANY ALLY ENERGY EVENTS, BOTH KNOWN AND UNKNOWN, EVEN IF ARISING FROM THE ACTS OF ALLY ENERGY, UNLESS THEY ARISE FROM ALLY ENERGY’S INTENTIONAL MISCONDUCT, GROSSLY NEGLIGENT OR NEGLIGENT ACTS, and members assume full responsibility for participation at Ally Energy events.
Except for circumstances relating to breach of confidentiality and/or data protection obligations underlying this Agreement, you agree that You will not sue Ally Energy for injunctive relief or for any damages on any matter concerning the subject matter of this Agreement, and in no event shall Ally Energy be liable to You, or if you are a Corporate Member, your employees, for any damages of any type as a consequence of Your actions pursuant to this Agreement, whether such actions are authorized or unauthorized pursuant to the terms of this Agreement except for such damages arising from the intentional misconduct or grossly negligent acts of Ally Energy.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL EITHER PARTY OR THEIR RESPECTIVE AFFILIATES BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, OR ATTORNEY FEES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, except such damages arising from the PARTY’S intentional misconduct or grossly negligent acts OR THE PARTY’S LIABILITY TO A THIRD PARTY.
It is not the intention of Ally Energy, You, or any other member to create or authorize (as applicable), and membership hereunder does not, and shall not be deemed or construed to: (a) create a partnership, joint venture, association, or trust; (b) authorize ALLY Energy or any member to act as agent, servant, or employee or otherwise bind any other member; or (c) create any fiduciary obligations amongst or between Ally Energy and any members.
If any provision of this Agreement is held invalid or unenforceable, all other provisions shall remain valid, unless such validity would frustrate the purpose of this Agreement, and this Agreement shall be enforced to the full extent allowable under applicable law and a substitute, valid, and enforceable provision most nearly reflecting the original intent shall be developed in place of the invalid provision. No modification to this Agreement is binding unless agreed by the Parties in writing.
This Agreement shall be governed by and construed under the laws of the State of Texas. The parties hereto further agree that any action brought to enforce any right or obligation under this Agreement shall be subject to the exclusive jurisdiction of the courts in Harris County, Texas.
This Agreement is the entire Agreement between You and Ally Energy relating to the subject matter herein and supersedes all prior and contemporaneous oral or written communications, proposals, and representations with respect to its subject matter.
How To Contact Us
If you want to send us notices or service of process, please contact us ONLINE at: firstname.lastname@example.org or through our website at https://allyenergy.com. You may contact us via mail at Ally Energy Inc, 2101 Citywest Drive Houston, Texas 77042 USA. You may contact us via phone at +1 281 741-5482.