Agreement to ICSC Membership Terms and Conditions.
These ICSC Membership Terms and Conditions govern your Membership with the International Council of Shopping Centers, Inc. and its affiliates (“ICSC”, “we”, “our”, “us”). By applying for, renewing, purchasing, or using ICSC membership, you (“Member”, “Applicant”, “your”) agree that you are bound to observe and abide by these ICSC Membership Terms and Conditions and by such additional terms or conditions as amended by ICSC from time to time in accordance with ICSC’s Bylaws (the “Agreement”). This Agreement sets forth the entire agreement between you and ICSC with respect to the subject matter set forth herein and supersedes all prior agreements, representations and understandings, written or oral.
A. Membership Types and Eligibility
We offer the following Membership types: Regular Company Member, Associate Company Member, Delegate Member, Public Company Member, Academic Company Member and Retired and Student Members. Further information about Membership types and eligibility, as well as Member benefits, can be found on our website at www.icsc.org/join.
ICSC reserves the right to determine Membership eligibility of all applicants. All Membership applications and Membership renewals are subject to our approval and acceptance. Membership eligibility, dues, fees, services and benefits are subject to change without notice. Membership products and services may vary depending upon your geographic location.
B. Membership Application
To apply for Membership, please complete the online membership application available at www.icsc.org/app#/join/create.
Member agrees to pay ICSC’s current Membership fee rates as set forth in the relevant application and/or posted online at www.icsc.org. Rates are subject to revision at the discretion of ICSC at any time as set forth herein. 100% of payment is due upon execution of the Membership Application. All Membership Fees are non-refundable.
C. Membership Profiles
We expect Members to submit and maintain accurate and current Member information in connection with their Memberships. Such information includes name, address, email address, mobile and landline telephone numbers. You consent to ICSC contacting you via mail, email, fax and phone with transactional information regarding your Membership. Members can change their account information by accessing www.icsc.org and updating their profile, by calling (646) 728-3800, by emailing email@example.com, or by mail addressed to International Council of Shopping Centers, Inc., 1221 Avenue of the Americas, 41st Floor, New York, NY 10020, Attention: Membership. We cannot assume any liability for correspondence, mail or email that is lost, delayed, or misdirected.
D. Membership Term and Auto-Renewal
All approved Memberships and Membership Renewals will be activated upon receipt of payment of the annual Membership fee and will continue for a term of twelve (12) months (“Initial Term”). Student Membership will be activated upon receipt of payment of the annual Membership fee and verification of student credentials.
All memberships will automatically renew at the conclusion of the Initial Term for a successive twelve (12) month term (“Renewal Term”). Prior to the commencement of the Renewal Term, you will receive a renewal communication notifying you of your Renewal Term and assessing Membership Fees for the Renewal Term. You will have the opportunity to opt out of the Renewal Term by providing ICSC with written notice prior to the commencement of the Renewal Term. An email receipt of your Membership transaction will be provided to you for your records.
E. Transfer of Membership
Regular Company Members, Associate Company Members, Public Company Members and Academic Company Members (each a “Company Member”) are permitted to transfer the designation of their Official Delegate Members with written notice to ICSC. When a Delegate Member’s direct association with a Company Member is terminated, his or her Membership shall terminate unless: (a) the Delegate Member personally paid his or her annual membership dues, in which case his or her membership may be transferred if he or she becomes directly associated with another Company Member; or (b) the Company Member, paid the annual dues for a Delegate Member, in which case it may transfer such Delegate Membership to another principal, officer, or executive in its employ.
F. Membership Cancellation; Suspension and Termination
(i) You have the right to cancel your Membership by written notice to ICSC. ICSC will not reimburse the unused portion of annual Membership dues if the Membership is cancelled or terminated for any reason before the end of the then-current Membership year. Upon Membership termination or cancellation for any reason, all Membership benefits shall cease.
(ii) Unpaid Membership dues will result in the immediate suspension of all ICSC Membership benefits and privileges until payment is received. The Membership of any such delinquent Member shall be terminated thirty (30) days after the date of delivery of notification of such delinquency to such Member unless all delinquent dues assessments are paid within such period.
(iii) ICSC Membership is contingent upon compliance with these Membership Terms and Conditions. ICSC reserves the right to suspend and/or terminate Membership if ICSC determines in its sole discretion that an individual’s conduct is in violation of these Membership Terms and Conditions. Membership may be immediately suspended and shall be terminated (30) days after the date of delivery of notification of such non-compliance to such Member.
G. Use of ICSC Name and Logo
Members may publicly identify themselves as ICSC Members or refer to their ICSC Membership or participation in an ICSC activity in the context of professional or commercial activities and communications, provided however that Members shall not use the ICSC name in any manner that implies ICSC approval, endorsement, or recommendation, including without limitation with respect to any content, company, product, or service. Members may use the ICSC member logo (available at www.icsc.org/join/icsc-logo-usage-and-guidelines) to identify themselves as ICSC Members. The ICSC name and logo may not be used in any other manner without the prior written consent of ICSC. Permission to use the ICSC name or logo may be rescinded by ICSC at any time in its sole discretion.
H. Member Information and Privacy
Member authorizes ICSC to send Member announcements and notices via mail, email, fax and phone regarding ICSC’s programs and services as well as programs and services of other ICSC members that may be of interest to Member or Member’s colleagues.
I. Use of ICSC Member Login and Membership Directory
ICSC Members receive access to “members only” areas of ICSC’s website, including the ICSC Membership Directory. Usernames and initial passwords are provided to each Member upon receipt of the initial Membership dues. Members may not share or disclose their ICSC passwords to third parties, and may not allow third parties to access the ICSC Membership Directory or other “members only” areas of the ICSC website.
The ICSC Membership Directory is proprietary to ICSC and made available to Members as a networking resource. You are prohibited from copying, reproducing, selling or distributing the ICSC Membership Directory in whole or part. ICSC assumes no responsibility for the accuracy of the information contained in the ICSC Membership Directory. ICSC assumes no responsibility for Members’ communications or other content provided by or among Members or other third parties.
J. ICSC Code of Conduct
Each Member shall conduct him/herself in a professional and appropriate manner and shall comply with all applicable laws as well as all applicable policies and rules of ICSC, including without limitation ICSC’s antitrust policy and anti-discrimination and harassment policies.
ICSC supports diversity and inclusion in all aspects of its operations and complies with all applicable laws prohibiting harassment and discrimination. ICSC Membership processes and decisions are administered without regard to gender or gender identity, color, race, ancestry, religion, national origin, age, marital or veteran status, sexual orientation, disability, pregnancy, childbirth or a related medical condition, or any other characteristic protected by federal, state or local law. Members are prohibited from engaging in any behavior or activities that could reasonably be interpreted as unlawful discrimination or harassment.
Member represents and warrants that neither Member, nor Member’s employer, partners, subsidiaries or affiliates or, any director, officer, or employee thereof, is directly or indirectly owned or controlled by a person who is (i) the target of any sanction law imposed by the United States government, including, without limitation, the List of Specially Designated Nationals and Blocked Persons or the Foreign Sanctions Evaders List maintained by the Office of Foreign Assets Control; or (ii) located, organized, or resident in a country or territory that is, or whose government currently is, the target of sanctions imposed by the United States government, including, without limitation, Cuba, Iran, North Korea, Sudan, Syria, and the Crimea region.
K. ICSC Membership Contact
International Council of Shopping Centers, Inc.
1221 Avenue of the Americas, 41st Floor
New York, NY 10020
Telephone: (646) 728-3800
L. Disclaimers; Limitations of Liability
USE OF YOUR MEMBERSHIP AND ANY OF ITS ASSOCIATED BENEFITS IS AT YOUR SOLE RISK. THE MEMBERSHIP BENEFITS AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
MEMBERSHIP PROVIDERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF MEMBERSHIP PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OF OR THE INABILITY TO USE THE ICSC MEMBERSHIP OR ANY BENEFITS THEREOF; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED VIA THE USE OF THE ICSC MEMBERSHIP; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR ICSC MEMBERSHIP; OR (iv) ANY OTHER MATTER RELATING TO YOUR ICSC MEMBERSHIP.
M. Indemnification of ICSC
Member, to the extent permitted by law, agrees to defend and indemnify ICSC, and its officers, directors, agents, and employees, of and from all claims, demands, or suits for bodily injury or property damage, including costs and attorney fees, in any way arising out of or related to third party claims based on the negligent acts, omissions or willful misconduct of Member, including without limitation in connection with your membership and your conduct or violation of these Terms and Conditions, except to the extent of the negligence or willful misconduct of ICSC.
N. Changes to This Agreement
We may modify these Terms and Conditions at any time without notice or liability by posting a revised document on the ICSC website located at www.icsc.org. Any change shall take effect immediately, unless otherwise provided.