1. Term. You are purchasing a subscription to the CBA-CLE Pass for a commitment of one subscription year (12 months), commencing on the date this Agreement is executed. As the Registered Purchaser of the Colorado Bar Association CLE (CBA-CLE) Pass, you will have access to CBA-CLE programming and publications, as defined by the type of Pass you purchase, for 12 months after the purchase date. Your annual subscription will be renewed upon your anniversary date, unless you opt out at least 10 days prior to that date. You will receive written notice of your renewal via e-mail at least 45 days prior to your renewal date.

CBA-CLE reserves the right to change the terms of your subscription, including the subscription price, effective at the beginning of your next renewal term following the date of the change. We will give you advance notice of these changes.

2. Purchase of CLE Pass.

Annual Payment: If you select annual payment, full payment is due at signup via ACH or credit card and is nonrefundable.

Monthly Payment: Monthly payment may be made by ACH or credit card, and you will be charged on the first day of each month, for a minimum of 12 months. If you fail to make any monthly payment, CBA-CLE may require immediate full payment of the remaining months of the then current 12-month term.

3. Access to Courses. Only a registered holder for the BASIC and ELITE CLE Pass will have access to the online courses and written materials during the term of the registered holder's CBA-CLE Pass until the accreditation expiration date of the course.

CBA-CLE may offer special prices for BASIC CLE Pass holders for programs they select during their 12-month CLE Pass term(s). BASIC CLE Pass holders can register at the " Basic CLE Pass Holder price option for seminars that are held within their 12-month CLE Pass term(s).

ELITE CLE Pass holders are able to attend for free live seminars, Live Webcasts, and Video Replays of seminars held at the CBA-CLE Classroom.. Some exclusions apply, including teleseminars, designated third-party seminars, and for-fee speaker seminars, though some special pricing may apply. ELITE CLE Pass holders are eligible to receive a discount for designated off-site seminars, institutes, symposiums, retreats, or other programs. ELITE Pass holders will be responsible for optional-function charges offered at a program and can only register at the "CLE ELITE CLE Pass holder price option (free or reduced fee) for seminars held within their 12-month pass term(s).

4. License and Transferability. In consideration of the subscription fee, CBA-CLE grants the registered pass holder(s) a nonexclusive, nontransferable, limited license to access, retrieve, and view the online seminars and materials while your subscription is in force, and to use them only for purposes of your law practice or legal study. The CBA-CLE Pass may not be used by the registered pass holder or by any other person or entity to provide access to the CBA-CLE courses and materials to any third party. Only the registered holder may use the Pass. No substitute attendees are allowed for live events, live webcasts/webinars, or video replays/home studies. Any sharing, copying, distribution, display, reuse or resale of the online courses or materials is strictly prohibited. The online courses and materials are copyrighted content. All right, title, and interest (including intellectual property rights) in the courses and materials belong to CBA-CLE or its third-party contributors.

5. Authorized Holders. CBA-CLE will provide a unique username and password for the registered holder to access content through the My CLE Dashboard account on the cle.cobar.org website. This username and password may be used only by you and, as applicable, your designated registered holders. Registered holders may not disclose this information to anyone else and must treat this information with the same care as your organization's confidential business information. You must communicate these obligations to registered holders and promptly report any known breach to CBA-CLE.

6. E-Mail Notice. By participating in the CLE Pass subscription, you consent to receiving periodic email notices from CBA-CLE.

7. Disclaimer. All services and information furnished as part of the CBA-CLE Pass subscription are provided on an “as is" "as available" basis. CBA-CLE expressly disclaims all warranties, including warranties of merchantability and fitness for a particular purpose. These services and information do not constitute legal advice, and their use is not a substitute for lawyers' or the organization's independent professional judgment. CBA-CLE assumes no responsibility for providing internet access.

8. Non-Liability. CBA-CLE (including CBA-CLE employees, officers, agents, sponsoring organizations, and contributors), is not liable for any loss, injury, claim, liability, or damage resulting from errors or omissions in the CBA-CLE Pass subscription, or any interruption in providing access to the CLE Pass subscription service. CBA-CLE's liability in connection with any other claim shall not exceed the amount of the initial 12-month subscription fee. CBA-CLE shall not be liable for any direct, special, indirect, incidental, or consequential damages of any kind arising in connection with the use of the CLE Pass.

10. Termination; Nonrenewal. CBA-CLE reserves the right to terminate this Agreement immediately if you or any members of your organization materially breach this Agreement, including but not limited to misuse of the online resources, misuse of the Pass for access to programs, or disclosure of usernames and passwords. CBA-CLE reserves the right to change the terms on which it offers the CLE Pass (or to cease offering it). This Agreement (as modified by CBA-CLE and communicated to you) continues to govern usage of the CLE Pass while your subscription is in force. Your obligations under paragraphs four (4), seven (7), and eight (8) survive any termination or non-renewal.

11. This Agreement is nontransferable, is the entire Agreement of the parties, is governed by Colorado law, and its provisions are severable. CBA-CLE's failure to enforce any provision does not waive further enforcement rights.