THE NCX’S TERMS OF USE AGREEMENT

Version: 1.01

Effective Date: April 2019

The Rocky Mountain Technology Alliance, Inc. welcomes you to the website of the National Cyber Exchange (“the NCX”), a national non-profit forum dedicated to providing its members with timely information on emerging cyberthreats and up-to-date training in the fields of data protection and cybersecurity. To this end, the NCX’s website and its subparts, located at www.nationalcyber.org (the “Website”), offers its users a wide array of services including: (i) access to various blogs, forums and publications concerning cybersecurity threats and remediation, (ii) referrals to pertinent vendors and subject matter experts and (iii) should you subscribe, regular alerts and updates sent by e-mail and text message (the “Services”).

ACCEPTANCE OF TERMS

The following Terms of Use, along with any agreements and policies incorporated by reference, constitute a unified legal agreement governing your access to the Website and any Services you obtain from it (collectively, the “Agreement”). By accessing the Website and making use of the Services, you expressly consent to and accept this Agreement without modification. Use of the Website and Services without accepting this Agreement is strictly prohibited. If you chose not to accept this Agreement, as it may from time to time be amended, you must discontinue your use of the Website and any Services related to it.

This Agreement applies to all individuals and entities with access to Website and its Services regardless of their reason for accessing it. If you are accessing the Website and its Services on behalf of a public or private entity, your accessing of the Website and use of the Services constitutes an acceptance ofthese terms on the entity’s behalf and shall bind the entity to the Agreement as direct party to contract.

Subject to your compliance with this Agreement and any agreements or policies incorporated by reference, the NCX grants you and any entity for whom you consent a nonexclusive, nontransferable, non-sublicensable, terminable license to access and use the Website and Services in a manner consistent with their intended purpose. You agree to not access, reproduce, duplicate, copy, sell, re-sell, modify, distribute, transmit, or otherwise exploit the Website, the Services, or any content they contain for any purpose except for those expressly authorized by this Agreement without the NCX’s express written consent or, in the case of content belonging to a third-party, the consent of the appropriate owner.

MODIFICATION

Given the rapidly-evolving nature of business on the internet, and the business of cybersecurity, in particular, the NCX reserves the right to modify this Agreement without notice and without obtaining your prior consent. All revised versions of this Agreement will be posted at this address and shall supersede all prior versions on the day it is posted. Your continued use of the Website and Services shall constitute explicit consent to any modifications as they are posted. All subsequent versions of this Agreement must be accepted without modification and, if you object to an amended term, you must discontinue your use of the Website and any related Services.

Unless an agreement between the parties dictates otherwise, the NCX may alter, amend, expand, revise, discontinue or restrict access to one or all of the Services, including the Website itself, for any reason or no reason at all, at any time, without prior notice. Consistent with the liability limitations below, the NCX shall not be liable to you or any third-party for any liability or damage alleged to arise out of any modifications it may chose to make to the Website or the Services it offers.

ELIGIBILITY & TERM

Your eligibility to use the Website and Services shall commence upon your acceptance of this Agreement and shall continue until your use of the Website and its Services ends, the Website and Services are discontinued, or your access to the Website and its Services is terminated by the NCX. Any term scheduled to persist beyond this Agreement shall continue to apply until it such time as it is, by its own terms, scheduled to end.

RELATED AGREEMENTS

The Agreement is intended to supplement and work in conjunction with all other agreements between the parties including, but not limited to, any member, vendor, non-disclosure agreement you or the entity you represent may have with the NCX. The terms of any such agreement are incorporated by this reference and a breach of any such agreement may constitute grounds for restricting or terminating your access to the Website and its Services. This Agreement may further be supplemented one or more policies posted on the Website, all of which are incorporated by this reference. Any breach of the incorporated policies may, at the NCX’s sole discretion, constitute grounds for restricting, modifying or terminating your access to the Website and its Services.

YOUR INFORMATION

All information provided to the NCX through your use of the Website and Services shall be subject to the NCX’s Privacy Policy as it may, from time to time, be amended. A copy of the privacy policy may be found at, Privacy Policy .

USER CONDUCT

As a condition of your access to the Website and use of the Services, you agree not to use the Website or the Services for any purpose that is unlawful, violative of this Agreement including any agreements or policies incorporated by reference, or otherwise inconsistent the purposes underlying the Website and the Services it offers. While the NCX assumes no obligation to police the content on the Website or conveyed via the Services, it nevertheless reserves the right to investigate and take against anyone who engages in inappropriate conduct, which includes, but is not limited to conduct that:

breaches the terms of this Agreement including any agreement or policies incorporated by reference;
violates local, state, national or international law, including any laws and regulations that, in the NCX’s sole discretion, have the force and effect of law;
infringes upon the rights of a third-party including, but not limited to, any conduct that transmitting or posting any content violates or otherwise impinges upon another party’s contractual or intellectual property rights including their rights of publicity and to control the dissemination of their personal information;
constitutes an advertisement or solicitation for services outside of the Website’s established channels for marketing;
harasses or advocates the harassment of another;
constitutes an attempt to impersonate another, or some other subterfuge to gain access to the Website or to mislead its users;
is patently lewd, offensive, or otherwise obscene and serves none of the Website’s stated purposes;
is, in the NCX’s sole discretion, racist, sexist, otherwise raciest or discriminatory in intent, purpose or effect;
is an attempt to hack, penetrate or otherwise exploit the Website or, via the Website, any computer network or system belonging to another including the NCX and all of the website’s users;
transmits, attempts to transmit materials that are encrypted, contain viruses, trojan horses, worms, time bombs, spiders, cancelbots, malware or other computer programming routines intended to damage, interfere with, disable or otherwise overburden the Website and Services or the private systems of the NCX and its users;
sells, transfers, or otherwise gives a third-party access to your account and profile without advising the NCX;
constitutes a knowing submission of false or misleading information;
is a criminal or tortious activity, including child pornography, espionage, fraud, trafficking in obscene material, drug dealing, gambling, stalking, spamming, spimming, copyright and patent infringement, or theft of protected trade secrets. or
is an attempt to commercially exploit the Website, the Services in a manner that is not intended.

Any violations of this User Conduct policy, including any acts that appear to be copyright infringement, should be reported to the NCX by transmitting a notice to the NCX’s designated agent, NCX Administrator, at This email address is being protected from spambots. You need JavaScript enabled to view it. . Given the range of interests involved in a potential investigation, including the privacy concerns of those involved, the NCX may or may not be able to provide you with updates on any report you submit.

SUBMITTING CONTENT

Through the Website and Services, you shall be provided with the opportunity to post content to forums and for reasons consistent with your access. As a condition of submitting such content, and as a term of this Agreement, you:

Grant the NCX and the Website’s users a royalty free, perpetual, irrevocable, worldwide, nonexclusive, transferable, and sublicensable license to publish the content you post and to adapt, copy, display, distribute, modify, merge, reproduce, store and derive new works from such content subject only to any applicable terms of copyright or confidentiality restricting the content’s distribution;
grant the NCX all rights necessary to prohibit aggregation, display, copying, duplication, reproduction, distribution, or exploitation of your content by any third-party;
represent and warrant you have the right to post your content, by means of ownership or license, and your content does not violate third-party property rights or agreements;
have or will pay any royalties, fees, or other monies owed to a third-person because of any posting you make on the Website or via the Services, and content belonging to a third-party is properly attributed;
represent and warrant your content is truthful and accurate to the best of your knowledge and is not posted for an improper purpose in violation of applicable law or the terms this Agreement including the terms of any agreements and policies it incorporates by reference;
represent and warrant your content is not calculated or otherwise designed to subvert the cybersecurity objectives underlying the Website and its Services, or the community they serve; and
authorize the NCX to, in its sole discretion, alter, delete, edit, modify or remove your content to the extent it contains information posted in violation of this Agreement, including any agreements or policies incorporated by reference, and applicable law.

YOU ARE SOLELY RESPONSIBLE FOR THE CONTENT YOU POST ON THE WEBSITE OR EXCHANGE VIA THE SERVICES. While the NCX reserves the right to investigate and alter or remove any content posted or distributed in violation of this Agreement, it does not routinely monitor, check or audit your content for errors or violations of law. You are accordingly solely responsible for ensuring the accuracy of the content you post and for the consequences of any content that results in an injury to a third-party or violation of applicable law.

THIRD-PARTY CONTENT

While using the Website and Services, you will be given access to third-party content posted and disseminated by other users including the NCX’s members, vendors and service providers. Such information is the sole responsibility of its originator. The NCX does not guarantee its accuracy, integrity or quality in any way. You are solely responsible for evaluating all third-party content you encounter during your use of the Website and its Services and bear all the risks associated with your decision to use or rely upon it.

Content posted by other users may contain links to other websites. The NCX cannot vouch for the content of these third-party websites and is not responsible for their content, accuracy of the information they contain or the opinions they express. The destinations of user posted links are in not investigated, monitored or checked by the NCX and their inclusion on the Website or in the Services does not imply any form of approval or endorsement of the associated website(s). You access these websites at your own risk. The NCX takes no responsibility for any third-party advertisements which are posted on the Website or associated with the Services, nor does it take any responsibility for the goods or services provided by its advertisers.

NCX’S COPYRIGHTS & TRADEMARKS

The Website and Services contain graphics, logos, designs, page headers, button icons, scripts, and service names that are the trademarks or trade dress of the NCX in the U.S. These trademarks and trade dress may not be used without the NCX’s express written consent and may not be included in any trademark or as part of any domain name, keyword advertisement or email addresses, or in connection with any product or service in any manner that is likely to cause confusion.

You should assume all nonuser content and material on the Website or disseminated through the Services is protect by copyright law. Aside from user-submitted content, all other materials and other information on the Websites and Services, including, but not limited to, all text, graphics, logos, icons, images, audio and video clips, downloads, data compilations and software are the exclusive property of the NCX or its licensors and are protected by all United States and international copyright laws.

NOTICE & DESIGNATED AGENT

NCX may use the user information you provide to it to transmit Agreement-required notices to you by e-mail or U.S. certified mail. All notices to the NCX will be provided by e-mail to This email address is being protected from spambots. You need JavaScript enabled to view it. or first-class mail sent to the National Cyber Exchange, 421 South Tejon Street, Suite 200, Colorado Springs, Colorado 80903. Such notices will be deemed delivered upon the earlier of the verification of delivery or two (2) business days after being sent.

In accordance with the Digital Millennium Copyright Act of 1998, Title 17 of the United States Code, Section 512 (“DMCA”), the NCX will respond promptly to all claims of copyright or trademark infringement reported to its Designated Agent.

NCX Administrator:

Address: 421 South Tejon Street, Suite 200, Colorado Springs, Colorado 80903

Email: This email address is being protected from spambots. You need JavaScript enabled to view it.

Any report of claimed infringement should include the following elements:

a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
identification of the copyrighted work or trademark claimed to have been infringed, or, if multiple copyrighted works or trademarks at a single online site are covered by a single notification, a representative list of such works at that site;
identification of the material that is claimed to be infringing, or to be the subject of infringing activity, and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
information reasonably sufficient to permit us to contact You, such as an address, telephone number, and, if available, an electronic mail address at which You may be contacted;
a statement that You have a good faith belief that use of the material in the manner complained of is not authorized by the copyright or trademark owner, its agent, or the law; and
a 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.

The NCX will investigate notices of copyright and trademark infringement and take appropriate actions under the DMCA. Inquiries that do not follow this procedure may not receive a response.

WARRANTY & DISCLAIMER

YOU ACCESS AND USE THE WEBSITE AND SERVICES AT YOUR OWN RISK. THE WEBSITE AND SERVICES ARE PROVIDED ON AN ‘AS IS, AS AVAILABLE’ BASIS WITHOUT WARRANTY OF ANY KIND AND ANY AND ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT ARE SPECIFICALLY DISCLAIMED. NEITHER THE NCX NOR ITS AFFILIATES, EMPLOYEES, AGENTS OR THIRD-PARTY CONTENT PROVIDERS SHALL BE LIABLE FOR ANY LOSS RESULTING FROM USE OR UNAVAILABILITY OF INFORMATION OR CONTENT ON OR IN CONNECTION WITH THE WEBSITE AND SERVICES, INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, LOSS OR DAMAGE TO DATA, OR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, COMPENSATORY OR INCIDENTAL DAMAGES, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS DISCLAIMER IS APPLICABLE TO ANY DAMAGE OR INJURY RESULTING FROM NEGLIGENCE OR OMISSION OF THE NCX, COMPUTER VIRUS OR OTHER SIMILAR ITEM, TELECOMMUNICATIONS ERRORS, OR UNAUTHORIZED ACCESS TO, OR USE OF USER INFORMATION THROUGH THEFT OR ANY OTHER MEANS. WE ARE NOT LIABLE FOR CRIMINAL, TORTUOUS, OR NEGLIGENT ACTIONS OR OMISSIONS OF THIRD PARTIES THAT AFFECT THE WEBSITES AND SERVICES. IN NO EVENT WILL THE NCX OR ANY OF ITS DIRECTORS, OFFICERS, AFFILIATES, AGENTS, EMPLOYEES, ASSIGNS OR THIRD-PARTY CONTENT PROVIDERS BE HELD LIABLE FOR ANY TORTUOUS OR ILLEGAL CONDUCT OF OTHER USERS. IN NO EVENT WILL THE NCX OR ANY OF ITS AFFILIATES, AGENTS, EMPLOYEES OR ASSIGNS BE HELD LIABLE FOR ANY DAMAGE TO EQUIPMENT, HARDWARE OR OTHER PROPERTY OF USER OR PERSONAL INJURY THAT ARISES IN CONNECTION WITH USE OF THE WEBSITES AND SERVICES.

ANY MATERIAL ACCESSED, DOWNLOADED, OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE AND SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE NCX OR THROUGH OR FROM THE WEBSITE AND/OR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.

EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, THE NCX DOES NOT REPRESENT OR WARRANT THAT (I) THE WEBSITE AND/OR SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE WEBSITE AND/OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE AND/OR SERVICES WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED. YOU AGREE THAT FROM TIME TO TIME WE MAY REMOVE OR SHUTDOWN THE WEBSITE AND SERVICE FOR INDEFINITE PERIODS OF TIME, OR CANCEL THE WEBSITE OR SERVICES AT ANY TIME, WITHOUT NOTICE TO YOU.

THE NCX SHALL USE REASONABLE EFFORTS TO PROTECT INFORMATION SUBMITTED BY YOU IN CONNECTION WITH THE SERVICES, BUT YOU ACKNOWLEDGE AND AGREE THAT YOUR SUBMISSION OF SUCH INFORMATION IS AT YOUR SOLE RISK, AND THE NCX HEREBY DISCLAIMS ANY AND ALL LIABILITY TO YOU FOR ANY LOSS OR LIABILITY RELATING TO SUCH INFORMATION IN ANY WAY.

The NCX has no control over and no duty to take any action regarding other users’ behavior, what effects their content may have on you, how you may interpret or use their content or what actions you may take as a result of having been exposed to the content third-parties post on the Website or distribute through the Services. You accordingly release the NCX from all liability for you having acquired or not acquired third-party content through the Website and its Services. The NCX makes no representations concerning any content, including the accuracy thereof, contained in or accessed through the Website and Services and, except where such responsibility is expressly assumed in this Agreement, the NCX will not be responsible or liable for the accuracy, copyright compliance, legality or decency of any material contained in or accessed through the Websites and Services.

LIMITATIONS ON LIABILITY

IN NO EVENT SHALL THE NCX BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE WEBSITE OR SERVICES, EVEN IF THE NCX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE NCX’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO THE NCX FOR THE SERVICES DURING THE TERM OF MEMBERSHIP.

INDEMNIFICATION

You agree to indemnify and hold the NCX its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorney’s fees, made by any third-party due to or arising out of your use of the Website or its Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above and/or if any content that you post on the Web site or through the Services causes the NCX to be liable to another.

NOTICE FOR CALIFORNIA USERS

Under California Civil Code Section 1789.3, California web users are entitled to the following specific consumer rights notice: The Website and Services are provided by the Rocky Mountain Technology Alliance, Inc. (d.b.a. the National Cyber Exchange), 421 South Tejon Street, Suite 200, Colorado Springs, Colorado 80903. If You have any questions, concerns, or complaints regarding the Services, please contact NCX by either sending: (i) an email to This email address is being protected from spambots. You need JavaScript enabled to view it.; or (ii) a letter, first class certified mail, to the NCX at the address above.

California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800) 326-2297 or TDD (916) 322-1700.

DISPUTES & GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of Colorado without respect to its conflict-of-law principles. Any dispute involving you and the NCX and arising out of or in any way related to this Agreement shall be resolved by submitting the matter to binding arbitration before the American Arbitration Association (the “AAA”) in Colorado Springs, Colorado. The arbitration will be presided over by a single arbitrator and conducted in accordance with the Rules of Arbitration in effect at the time of filing. The arbitrator’s decision shall be binding on all parties and enforced as a final judgment in accordance with Colorado law. You consent to the vesting of jurisdiction and venue in accordance with this clause, and irrevocably waive any and all objections you may have to the same. The prevailing party in any dispute shall be entitled to an award for any fees or expenses they incur in enforcing this Agreement including, but not limited to, their reasonable attorney’s fees. Each parties’ right to recover a prevailing party’s award of fees and costs shall survive this Agreement and apply to any appellate, enforcement or collection proceedings that occur after a final award is entered, or confirmed by judgment, and such right shall not expire or extinguish until all relevant judgments and awards, including any awards authorized by this subsection, are fully satisfied.