Last Updated: May 17, 2026
These Terms of Service (these "Terms") form a contract between you and DDN LLC, a California limited liability company doing business as Digital Directors Network ("DDN," "we," "us," or "our"), and govern your access to and use of DDN's boardroom communications and learning platform, including the www.digitaldirectors.network website, online services, subscriptions, events, communications, educational content, frameworks, methodologies, thought leadership, resources, applications, and any written or electronic user guides, documentation, or materials we provide or make available through the platform (collectively, the "Services").
Please read these Terms carefully. By accessing or using the Services, creating an account, purchasing a subscription, registering for an event, or clicking to accept these Terms, you agree to be bound by these Terms.
If you are using the Services on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms. In that case, "you" and "your" refer to both you individually and that organization. If your organization has a separate written agreement, order form, BCODE membership agreement, license agreement, or paid contract with DDN that expressly governs use of the Services, that agreement will control to the extent of any conflict with these Terms.
If you do not agree to these Terms, you must not access or use the Services.
For questions about these Terms, contact us at info@digitaldirectors.network.
1. Changes to These Terms
We may update these Terms from time to time. If we make changes, we will post the updated Terms on www.digitaldirectors.network and update the "Last Updated" date above.
Changes will apply prospectively after the effective date stated in the updated Terms. If we make material changes, we may provide additional notice, such as by posting notice through the Services or emailing the address associated with your account.
Your continued use of the Services after the effective date of updated Terms means you accept the updated Terms. If you do not agree to the updated Terms, you must stop using the Services and cancel any subscription before the updated Terms become effective.
2. Eligibility and Use of the Services
You may use the Services only if you can form a legally binding contract with DDN and are not prohibited from using the Services under applicable law.
You agree to use the Services only in compliance with these Terms, our Privacy Policy, any applicable policies or instructions we provide, and all applicable laws and regulations.
The Services are intended for business, professional, educational, and boardroom-related communications and learning purposes. The Services are not intended for use by children under 13.
3. Accounts
To access certain Services, you may be required to create an account. When creating or maintaining an account, you agree to provide true, accurate, current, and complete information and to keep that information updated.
You are responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account. You must not share your password or allow unauthorized third parties to access your account.
You must notify DDN promptly at info@digitaldirectors.network if you believe your account, password, or access credentials have been compromised.
DDN is not responsible for losses arising from unauthorized use of your account, except to the extent caused by DDN's own breach of these Terms or applicable law.
If your account was provided by an employer, customer, organization, or other third party, that organization may have rights to manage the account, including the ability to manage access, reset passwords, suspend or terminate access, view account usage, and access Content associated with the account.
DDN may approve, deny, suspend, or terminate accounts in accordance with these Terms.
4. Electronic Communications
By creating an account, registering for an event, purchasing a subscription, joining a program, applying for a credential, or using the Services, you consent to receive electronic communications from DDN related to the Services. These may include account notices, transaction confirmations, billing notices, subscription notices, program notices, credential notices, security alerts, support messages, updates, legal notices, and other administrative communications.
We may also send promotional emails, newsletters, event information, and other business communications. You may opt out of promotional emails by following the unsubscribe instructions in those emails or by contacting us at info@digitaldirectors.network. Opting out of promotional emails will not prevent us from sending transactional, legal, billing, security, credential, program, or service-related communications.
Our collection and use of information is described in our Privacy Policy.
5. Privacy
Your use of the Services is subject to our Privacy Policy, which explains how we collect, use, disclose, and protect information.
By using the Services, you acknowledge that DDN may collect and process information as described in the Privacy Policy, including information necessary to operate the Services, process payments, provide support, maintain security, administer programs and credentials, comply with law, and enforce these Terms.
We may access, preserve, or disclose information, including Content, if we believe doing so is reasonably necessary to:
- comply with law, regulation, legal process, subpoena, or governmental request
- enforce these Terms or other agreements
- protect the rights, property, safety, or security of DDN, users, customers, partners, BCODE participants, or the public
- detect, prevent, or address fraud, security, or technical issues
- respond to an emergency; or
- operate, support, secure, or improve the Services.
6. Content
6.1 Your Content
"Content" means files, materials, profile information, comments, submissions, messages, data, text, images, documents, communications, or other information that you upload, submit, transmit, store, post, share, or otherwise provide through the Services.
As between you and DDN, you retain ownership of your Content, except for materials that DDN or third parties license or provide to you.
You grant DDN a nonexclusive, worldwide, royalty-free license to host, store, reproduce, transmit, display, process, use, and disclose your Content solely as reasonably necessary to:
- provide, operate, support, secure, and improve the Services
- enable features you choose to use
- display Content to users or participants you designate or to whom the Content is made available through the applicable feature
- administer programs, events, subscriptions, credentials, and communications
- provide customer support
- comply with law
- enforce these Terms; and
- protect the Services, DDN, users, customers, partners, BCODE participants, or the public.
If you submit profile information, directory information, comments, messages, event materials, or other Content intended to be visible to other users, members, event participants, collaborators, or the public, you authorize DDN to display that Content consistent with the applicable feature, account settings, and these Terms.
6.2 Your Responsibility for Content
You are solely responsible for your Content and for ensuring that you have all rights necessary to use, upload, submit, post, share, and grant DDN the rights described in these Terms.
You represent and warrant that:
- you have all rights necessary to provide your Content and grant the rights described in these Terms
- your Content does not violate these Terms or applicable law
- your Content does not infringe, misappropriate, or violate any intellectual property, privacy, publicity, confidentiality, contractual, or other rights of any person or entity; and
- your Content does not contain malware, harmful code, or unlawful material.
You are responsible for maintaining appropriate backup copies of your Content. DDN is not responsible for loss, deletion, corruption, destruction, or failure to store Content except to the extent caused by DDN's own breach of these Terms or applicable law.
6.3 Content Shared with Others
If you share Content with other users or make Content available through member, directory, event, communication, collaboration, or other interactive features, those users may access, use, copy, download, or further share the Content. You are responsible for the Content you choose to share and for selecting appropriate sharing settings.
DDN does not control, verify, or endorse Content posted or shared by users.
6.4 Removal of Content
DDN may remove, disable access to, restrict, or refuse to display Content if we believe, in our discretion, that the Content violates these Terms, applicable law, third-party rights, or may create legal, security, reputational, or operational risk for DDN or others.
DDN has no obligation to monitor Content, but reserves the right to do so.
7. DDN Content, Proprietary Rights, Trademarks, Credentials, and BCODE Rights
7.1 DDN Ownership
The Services, including the platform, website, software, designs, text, graphics, logos, trademarks, service marks, educational materials, training materials, course materials, templates, frameworks, methodologies, models, taxonomies, assessments, benchmarks, playbooks, guides, reports, thought leadership, credential materials, event materials, video or audio content, recordings, transcripts, user guides, documentation, and other content provided by DDN (collectively, "DDN Content"), are owned by DDN or its licensors and are protected by intellectual property and other laws.
Except as expressly stated in these Terms, DDN does not grant you any ownership rights in the Services, DDN Content, DDN Frameworks, DDN marks, DDN credentials, or DDN designations. All rights not expressly granted are reserved by DDN.
7.2 Limited License to DDN Content
Subject to your compliance with these Terms and payment of any applicable fees, DDN grants you a limited, revocable, nonexclusive, nontransferable, nonsublicensable license to access and use the Services and DDN Content solely for your own internal business, professional, educational, or personal boardroom-related communications and learning purposes.
Except as expressly permitted by DDN in writing, through BCODE participation, or under another DDN license agreement, you may not:
- copy, reproduce, republish, upload, post, transmit, distribute, sell, resell, license, sublicense, rent, lease, lend, transfer, publicly display, publicly perform, modify, translate, adapt, create derivative works from, or otherwise exploit DDN Content
- reuse, republish, redistribute, or commercialize DDN training materials, educational materials, course materials, frameworks, methodologies, templates, checklists, guides, reports, assessments, recordings, transcripts, slides, event materials, certification materials, credential materials, or other DDN-published content
- remove, obscure, or alter any copyright, trademark, attribution, confidentiality, proprietary-rights, or other notices included in or associated with DDN Content
- share login credentials or provide unauthorized access to DDN Content
- use DDN Content to create, offer, sell, or support competing products, services, courses, training programs, certifications, credentials, designations, directories, datasets, or platforms
- use DDN Content for external training, consulting, publication, resale, redistribution, or commercial exploitation
- use DDN Content in a manner that implies DDN sponsorship, approval, certification, endorsement, or affiliation except as expressly authorized by DDN
- use DDN Content, DDN Frameworks, or DDN methodologies to provide external consulting, advisory, training, implementation, certification, benchmarking, assessment, audit, assurance, governance, technology, risk, compliance, or other commercial services, except as expressly authorized by DDN in writing, through BCODE participation, or under another DDN license agreement
- incorporate, embed, automate, operationalize, or productize DDN Content, DDN Frameworks, or DDN methodologies in any software, platform, application, tool, dashboard, workflow, artificial intelligence system, database, or other technology product, except as expressly authorized by DDN in writing, through BCODE participation, or under another DDN license agreement; or
- use DDN Content to train, fine-tune, test, benchmark, validate, or improve artificial intelligence systems, machine-learning models, large language models, datasets, or automated tools.
No rights are granted except as expressly stated in these Terms or another written agreement with DDN. DDN reserves all rights in and to the Services and DDN Content.
7.3 Feedback
If you provide comments, suggestions, ideas, recommendations, or other feedback about the Services ("Feedback"), you grant DDN a worldwide, perpetual, irrevocable, royalty-free, sublicensable, and transferable license to use, reproduce, modify, distribute, display, and otherwise exploit the Feedback for any purpose without restriction or compensation to you.
7.4 Trademarks, Designations, and Brand Assets
The DDN name, Digital Directors Network name, logos, trade names, service names, trademarks, service marks, designs, slogans, badges, credentials, designations, certificates, seals, and other brand assets, including the QTE designation and any related marks, badges, certificates, credentials, identifiers, or artwork, are owned by DDN or its licensors.
Except for truthful use of a credential or designation that DDN has expressly granted to you in accordance with Section 7.5, you may not use DDN trademarks, service marks, logos, badges, credentials, certificates, designations, or brand assets without DDN's prior written permission.
You may not:
- copy, reproduce, display, distribute, modify, imitate, register, use, or claim ownership of any DDN trademark, service mark, logo, badge, credential, designation, brand asset, or confusingly similar mark except as expressly permitted by these Terms or DDN's written guidelines
- represent or imply that you, your organization, your products, your services, your training programs, or your materials are certified, endorsed, approved, sponsored, affiliated with, or authorized by DDN beyond the credential, BCODE right, license, or permission actually granted
- copy, modify, create derivative versions of, or issue any DDN badge, certificate, credential, designation, logo, seal, trademark, or credential artwork
- use DDN marks or designations in a manner that is false, misleading, deceptive, disparaging, or likely to cause confusion
- use DDN marks or designations in domain names, social media handles, account names, advertising keywords, metadata, company names, product names, service names, or training program names without DDN's prior written permission; or
- register or attempt to register any trademark, service mark, domain name, social media handle, business name, or other identifier that includes or is confusingly similar to any DDN mark or designation.
7.5 QTE Credential and Other DDN Designations
DDN may offer credentials, badges, certificates, designations, or other recognitions, including the QTE designation, subject to eligibility criteria, completion requirements, assessment requirements, payment requirements, continuing obligations, expiration periods, renewal requirements, and usage guidelines established by DDN.
If DDN grants you the QTE designation or another DDN credential, you may truthfully display and share that credential for professional, market-facing purposes, including on resumes, biographies, professional profiles, LinkedIn profiles, email signatures, personal websites, pitch materials, board candidate materials, and similar professional materials, provided that:
- DDN has expressly awarded or granted the credential to you
- the credential has not expired, lapsed, been suspended, or been revoked
- your use is truthful, accurate, non-misleading, and consistent with any DDN brand or credential usage guidelines
- you do not alter, distort, modify, recreate, or create derivative versions of any DDN badge, certificate, logo, mark, seal, credential, designation, or credential artwork
- you do not imply that DDN endorses, sponsors, employs, licenses, supervises, or is affiliated with you or your organization beyond the credential actually granted
- you do not imply that the credential guarantees any board appointment, employment opportunity, investment opportunity, transaction, engagement, compensation, business relationship, or other outcome
- you do not transfer, assign, sublicense, sell, lend, share, or permit another person or organization to use a credential awarded to you; and
- you comply with any expiration, renewal, continuing education, good-standing, ethics, conduct, or other requirements established by DDN.
Unless DDN expressly authorizes otherwise in writing, a DDN credential or designation is awarded to the individual recipient and not to the recipient's employer, company, client, customer, or organization.
DDN may provide approved digital badges, certificates, credential language, verification tools, or usage guidelines for use by credential holders. You may not copy, recreate, issue, modify, or use any DDN badge, certificate, seal, credential artwork, mark, or designation except as provided by DDN or expressly authorized in writing.
Acceptable ways to describe a valid QTE or BCODE credential may include "DDN Boardroom Certified Qualified Technology Expert (QTE)," "DDN.QTE" "DDN BCODE Member or Partner", provided the statement is truthful, current, and not misleading.
DDN may suspend, revoke, decline to renew, or require removal or correction of any credential, badge, certificate, designation, or related public claim if DDN determines that you violated these Terms, misused the credential, failed to maintain eligibility, provided inaccurate information, engaged in conduct inconsistent with DDN standards, or if continued use could harm DDN, its reputation, users, customers, partners, or the integrity of its credentialing programs.
7.6 DDN Frameworks, Methodologies, Thought Leadership, and BCODE Rights
DDN may develop, publish, teach, or make available frameworks, methodologies, models, taxonomies, assessments, benchmarks, playbooks, templates, tools, guides, thought leadership, and other proprietary or original materials relating to boardroom communications, governance, digital excellence, technology oversight, risk, strategy, leadership, and related topics (collectively, "DDN Frameworks").
DDN encourages individual users and their organizations to learn from, adopt, and use DDN Frameworks for their own internal business, governance, educational, professional development, boardroom communications, and organizational improvement purposes, subject to these Terms.
Unless expressly authorized by DDN in writing, through participation in the Boardroom Consortium on Digital Excellence ("BCODE"), or under another DDN license agreement, you may not use DDN Frameworks to provide, market, sell, license, sublicense, distribute, embed, or support external commercial products or services. This restriction applies to service providers, consultants, advisors, law firms, accounting firms, audit firms, executive search firms, training providers, software providers, technology vendors, platform providers, data providers, and other commercial third parties.
Without limiting the foregoing, unless expressly authorized by DDN in writing, through BCODE participation, or under another DDN license agreement, you may not:
- use DDN Frameworks to provide consulting, advisory, assessment, benchmarking, training, certification, implementation, audit, assurance, governance, technology, risk, compliance, or other services to third parties
- incorporate, embed, adapt, automate, operationalize, or productize DDN Frameworks in software, platforms, applications, tools, dashboards, workflows, AI systems, databases, or other technology products
- create derivative frameworks, methodologies, assessments, training programs, credentials, certifications, reports, templates, or tools based on DDN Frameworks for external commercial use
- offer services, products, workshops, courses, assessments, reports, dashboards, playbooks, or other commercial offerings that are based on, derived from, or substantially similar to DDN Frameworks
- redistribute, republish, resell, sublicense, or otherwise make DDN Frameworks available to third parties except as expressly permitted by DDN; or
- use DDN Frameworks in a manner that implies DDN endorsement, sponsorship, certification, approval, partnership, or affiliation unless expressly authorized by DDN in writing.
Participation in BCODE may provide eligible members with additional rights to consult with, implement, commercialize, embed, integrate, or build service or software businesses around certain DDN Frameworks, subject to the applicable BCODE membership agreement, license terms, usage guidelines, attribution requirements, quality standards, confidentiality obligations, payment obligations, and any other program-specific terms established by DDN.
If there is a conflict between these Terms and a signed BCODE membership agreement or other written license agreement with DDN, the signed BCODE or license agreement will control with respect to the licensed DDN Frameworks and authorized uses.
DDN reserves all rights in and to DDN Frameworks not expressly granted in these Terms or a separate written agreement.
8. No Professional Advice; No Guaranteed Outcomes
The Services may include professional content, educational materials, training materials, frameworks, methodologies, thought leadership, events, communications, directories, discussions, networking opportunities, introductions, resources, credentials, designations, or other business information.
DDN does not guarantee any board appointment, employment opportunity, investment opportunity, transaction, engagement, compensation, introduction, business relationship, governance outcome, certification outcome, credentialing outcome, business improvement, risk reduction, compliance outcome, software outcome, or other result.
Content available through the Services is provided for general informational, educational, communications, and professional development purposes only. Unless expressly agreed by DDN in a separate written agreement, DDN does not provide legal, financial, investment, tax, governance, recruiting, employment, accounting, audit, assurance, risk management, compliance, technology implementation, or other professional advice.
You are solely responsible for evaluating information, opportunities, users, organizations, credentials, designations, frameworks, methodologies, and third parties you encounter through the Services. You should obtain advice from qualified professionals before making legal, financial, investment, governance, tax, employment, technology, risk, compliance, or business decisions.
9. Acceptable Use
You agree not to misuse the Services or assist anyone else in doing so.
You must not:
- use the Services for unlawful, fraudulent, deceptive, harmful, threatening, abusive, harassing, defamatory, obscene, discriminatory, or otherwise objectionable purposes
- impersonate any person or entity or misrepresent your identity, credentials, qualifications, employment, authority, affiliation, or professional experience
- falsely claim, imply, or misrepresent that you or any organization hold a DDN credential, badge, certificate, designation, qualification, endorsement, affiliation, or status, including the QTE designation
- upload, post, transmit, or share Content that violates any law or infringes, misappropriates, or violates the rights of others
- upload, post, transmit, or share confidential, proprietary, regulated, or personal information unless you have all necessary rights and authority to do so
- copy, reproduce, republish, redistribute, commercialize, or reuse DDN Content, training materials, educational materials, frameworks, methodologies, thought leadership, credentials, designations, badges, certificates, trademarks, service marks, logos, or brand assets except as expressly authorized by DDN in writing, through BCODE participation, or under another DDN license agreement
- use DDN Content, DDN Frameworks, methodologies, models, assessments, benchmarks, playbooks, templates, tools, guides, thought leadership, credentials, designations, training materials, or brand assets to provide external commercial services or build external commercial products except as expressly authorized by DDN in writing, through BCODE participation, or under another DDN license agreement
- use DDN Content, credentials, designations, training materials, or brand assets to create, market, sell, or support unauthorized training, certification, credentialing, consulting, advisory, software, platform, or competing services
- use the Services to send spam, unsolicited messages, unauthorized solicitations, chain letters, pyramid schemes, or duplicative communications
- harvest, collect, scrape, or misuse contact information or member information
- use member information for unauthorized marketing, recruiting, solicitation, resale, data enrichment, profiling, or lead-generation purposes
- interfere with or disrupt the Services, servers, systems, or networks
- access or attempt to access accounts, systems, networks, data, or areas of the Services that you are not authorized to access
- probe, scan, or test the vulnerability of the Services without DDN's prior written permission
- introduce viruses, malware, spyware, ransomware, Trojan horses, worms, time bombs, cancelbots, corrupted files, or other harmful code
- attempt to bypass, disable, or circumvent security, access controls, usage limits, or technical restrictions
- reverse engineer, decompile, disassemble, modify, or attempt to discover source code of the Services or any software, except to the extent applicable law expressly prohibits this restriction
- use the Services to build, train, improve, benchmark, or commercialize a competing product or service
- resell, rent, lease, sublicense, lend, redistribute, or otherwise transfer access to the Services except as expressly authorized by DDN
- use the Services in any high-risk environment where failure could lead to death, personal injury, physical property damage, or environmental damage
- remove, obscure, or alter proprietary notices
- create an inordinate burden on DDN's systems, resources, or capacity
- share passwords or access credentials; or
- violate any applicable law, regulation, third-party right, DDN policy, or these Terms.
DDN reserves the right to determine whether conduct violates these Terms and what action to take in response.
10. Scraping, Automated Access, and AI Restrictions
You may not access or use the Services through bots, spiders, crawlers, scrapers, automated tools, scripts, data-mining tools, or similar technologies without DDN's prior written consent.
You may not scrape, crawl, harvest, extract, copy, bulk download, index, cache, or compile any portion of the Services, DDN Content, DDN Frameworks, user Content, member information, directories, profiles, communications, or data.
You may not use the Services, DDN Content, DDN Frameworks, training materials, credential materials, user Content, member information, directories, profiles, communications, or data to build, train, improve, test, benchmark, validate, or commercialize artificial intelligence or machine-learning models, datasets, directories, lead lists, enrichment tools, competitive products, or similar services without DDN's prior written consent.
Nothing in this Section limits any broader rights that DDN expressly grants to you under a signed BCODE membership agreement or another written license agreement.
11. Third-Party Services and Content
The Services may contain links to or integrations with third-party websites, applications, platforms, products, services, content, directories, systems, payment processors, communications tools, or other third-party resources.
Third-party services are not controlled by DDN. DDN is not responsible for third-party services, content, policies, security, availability, accuracy, acts, omissions, or practices.
Your use of third-party services may be subject to separate terms and privacy policies. You should review those terms and policies before using third-party services.
Transactions, communications, or dealings between you and third parties are solely between you and the third party. DDN is not responsible for any loss, damage, liability, or dispute arising from your use of third-party services except to the extent caused by DDN's own breach of these Terms or applicable law.
12. Payments, Fees, and Subscriptions
12.1 Fees
Certain Services may require payment of fees. Fees, billing periods, renewal terms, and any applicable taxes or charges will be disclosed at checkout, in an order form, invoice, subscription page, event registration page, BCODE agreement, program page, or other applicable purchase flow.
Unless otherwise stated, fees are quoted in U.S. dollars and do not include taxes, payment processing charges, currency conversion fees, data charges, or other third-party charges, which are your responsibility.
DDN may change fees for the Services. If you have a subscription, BCODE membership, or other paid program with a specific term and price, that price will apply for the then-current term. Fee changes will apply to future purchases or renewal terms after notice where required by law or these Terms.
12.2 Payment Processing
DDN uses Stripe and may use other third-party payment processors to process payments.
By providing a payment method, you represent that you are authorized to use that payment method and authorize DDN and its payment processor to charge your payment method for fees, taxes, renewals, and other amounts due.
Payment processing is subject to the applicable payment processor's terms, privacy policy, and requirements. DDN is not responsible for the acts or omissions of payment processors except to the extent caused by DDN's own breach of these Terms or applicable law.
You must keep your billing and payment information accurate and current. If your payment method fails or your account is past due, DDN may suspend or terminate access to paid Services.
12.3 Automatic Renewal
If you purchase a subscription, BCODE membership, or other recurring paid Service, it will automatically renew for the period disclosed at checkout, in the applicable agreement, or in the applicable purchase flow unless you cancel before the renewal date.
By purchasing a recurring paid Service, you authorize DDN and its payment processor to charge your payment method on a recurring basis for the applicable fees, taxes, and charges until you cancel.
The recurring terms, including price, billing frequency, renewal term, and cancellation instructions, will be disclosed at checkout, in the applicable agreement, or in the applicable purchase flow.
You must cancel before the renewal date to avoid charges for the next billing period. You may cancel through your account settings if available or by contacting DDN at info@digitaldirectors.network.
Cancellation will be effective at the end of the then-current paid term unless otherwise stated at checkout, in the applicable agreement, or required by law.
12.4 Refunds
Except as expressly stated at checkout, in a separate written agreement, or as required by law, fees are non-refundable.
If you cancel a subscription, BCODE membership, or other recurring paid Service, you will retain access through the end of the then-current paid term unless DDN terminates your access for cause or otherwise states at checkout or in the applicable agreement.
12.5 Late Payments and Collection
If you do not pay amounts when due, DDN may suspend or terminate your access to the Services, including subscriptions, credentials, programs, BCODE participation, and licensed rights. Except where prohibited by law, DDN may charge late fees, recover collection costs, and use third parties to collect past-due amounts.
You agree to pay reasonable costs of collection, including reasonable attorneys' fees and legal costs, to the extent permitted by law.
13. Events, Educational Content, Programs, and Communications
DDN may offer events, webinars, workshops, courses, recordings, newsletters, communications, training programs, credentialing programs, BCODE programs, or other educational, professional, or informational resources.
Event, course, training, credentialing, BCODE, or program details, pricing, eligibility requirements, completion requirements, cancellation policies, access terms, expiration periods, renewal requirements, license rights, and other program rules may be provided at registration, checkout, in a program-specific agreement, or in program-specific materials.
DDN may modify, postpone, cancel, or replace events, speakers, courses, training programs, materials, assessments, frameworks, methodologies, credentialing requirements, BCODE programs, or other program elements where reasonably necessary.
Unless DDN states otherwise in writing, event recordings, transcripts, slides, course materials, training materials, credentialing materials, frameworks, methodologies, educational resources, thought leadership, and related materials are DDN Content and may be used only in accordance with these Terms or another written agreement with DDN.
You may not record, reproduce, distribute, publish, or commercialize DDN events, recordings, materials, courses, training programs, credentialing programs, BCODE programs, frameworks, methodologies, or communications without DDN's prior written consent or other express written authorization.
14. Customer, Member, Employer, and Testimonial References
If you are an organization purchasing or using the Services under an organizational account, you authorize DDN to identify your organization as a customer, member, BCODE participant, licensee, or participant using its name in customer lists and marketing materials unless you notify us in writing that you do not permit such use.
DDN may identify or display the names of companies, employers, or organizations associated with DDN members or participants, including in website displays, member-community descriptions, marketing materials, or similar references, to describe the DDN network, community, or member base. DDN will not use such references in a manner that states or implies that the company, employer, or organization is a DDN customer, sponsor, partner, licensee, endorser, or participant unless that is accurate or separately authorized.
DDN will not use an organization's logo, trademark, testimonial, endorsement, or case study without authorization.
DDN will not publicly display the names, likenesses, testimonials, quotes, or personal endorsements of individual natural persons as customers, members, credential holders, or participants without consent, except where an individual has voluntarily chosen to display information through a feature of the Services or has consented to market-facing use of a credential or designation under these Terms.
DDN may solicit testimonials, quotes, endorsements, case studies, member stories, or other promotional content from members, customers, credential holders, BCODE participants, or other users. DDN will use such testimonial or promotional content only with permission and subject to any agreed usage terms.
Individual users may not authorize DDN to use the name, logo, trademark, or marks of their employer or another organization in a way that implies sponsorship, endorsement, partnership, customer status, licensee status, or other formal relationship unless they have authority to do so.
15. Confidentiality
You may receive nonpublic information from DDN that is identified as confidential or that reasonably should be understood to be confidential based on the nature of the information and circumstances of disclosure ("Confidential Information").
Confidential Information may include nonpublic business, technical, product, financial, marketing, pricing, strategic, operational, software, security, service, training, credentialing, BCODE, framework, methodology, educational, or licensing information.
You agree to:
- use DDN Confidential Information only as necessary to use the Services as permitted by these Terms or another written agreement with DDN
- protect DDN Confidential Information using reasonable care
- not disclose DDN Confidential Information to third parties without DDN's prior written consent; and
- limit access to DDN Confidential Information to personnel, contractors, or advisors who need access and are bound by confidentiality obligations at least as protective as these Terms.
Confidential Information does not include information that becomes public without breach of these Terms, was lawfully known to you before disclosure, is independently developed without use of DDN Confidential Information, or is lawfully received from a third party without confidentiality obligations.
16. Suspension and Termination
DDN may suspend or terminate your access to the Services at any time if we believe that:
- you violated these Terms
- you failed to pay amounts when due
- you failed to meet credential, designation, course, training, BCODE, license, or program requirements
- you misused DDN Content, DDN Frameworks, DDN marks, DDN credentials, or DDN designations
- you exceeded or violated any rights granted under a BCODE membership agreement or other DDN license agreement
- your use creates legal, security, operational, reputational, or financial risk
- your account is associated with fraud, abuse, unauthorized access, or harmful activity
- you use excessive storage, bandwidth, processing capacity, or system resources
- continued access may harm DDN, users, customers, partners, BCODE participants, third parties, or the public
- required by law or legal process; or
- DDN discontinues or materially changes the Services.
DDN may also suspend access for scheduled maintenance, emergency maintenance, downtime, technical problems, security incidents, or service outages.
If DDN terminates your access for reasons other than cause, DDN may provide a reasonable opportunity to export or retrieve Content, unless doing so would create legal, security, operational, or confidentiality risk or the Content has already been deleted in accordance with our retention practices.
DDN has no obligation to retain Content after termination except as required by law or expressly agreed in writing.
You may stop using the Services at any time. If you have a paid subscription, BCODE membership, or other paid Service, cancellation and refund terms are governed by Section 12 and any applicable agreement.
Sections that by their nature should survive termination will survive, including provisions relating to payments owed, proprietary rights, DDN Content, DDN Frameworks, trademarks, credentials, designations, BCODE or license restrictions, Content licenses needed for operation or legal compliance, confidentiality, disclaimers, limitation of liability, indemnification, dispute resolution, and miscellaneous terms.
17. Updates and Changes to the Services
DDN may update, modify, improve, suspend, discontinue, or remove features, functionality, content, credentials, designations, frameworks, methodologies, programs, BCODE offerings, or portions of the Services at any time.
DDN may make scheduled or unscheduled deployments, updates, maintenance releases, security changes, or other modifications.
DDN is not liable for changes to or discontinuation of any Service, feature, credential, designation, framework, methodology, program, or BCODE offering, except to the extent expressly required by a separate written agreement or applicable law.
18. Software
If DDN provides software for download or installation, that software is licensed, not sold.
If separate license terms are provided with the software, those license terms apply. If no separate license terms are provided, these Terms apply.
Unless DDN states otherwise, your license to use software ends when your right to use the Services ends. You must promptly uninstall the software or stop using it when your license ends.
You must not work around technical limitations, disable security features, or use software in violation of these Terms.
The software and Services may be subject to U.S. export control and sanctions laws. You agree to comply with all applicable export control, sanctions, and trade laws. You represent that you are not located in, organized under the laws of, or ordinarily resident in any country or region subject to comprehensive U.S. sanctions and are not listed on any U.S. government restricted-party list.
19. Copyright Complaints
DDN respects intellectual property rights. If you believe that Content on the Services infringes your copyright, you may contact us at info@digitaldirectors.network with the subject line "Copyright Complaint."
Your notice should include:
- your name and contact information
- identification of the copyrighted work claimed to be infringed
- identification of the material claimed to be infringing and where it appears on the Services
- a statement that you have a good-faith belief that use of the material is not authorized by the copyright owner, its agent, or law
- a statement that the information in your notice is accurate; and
- your physical or electronic signature.
DDN may remove or disable access to allegedly infringing material and may terminate accounts of repeat infringers where appropriate.
20. Disclaimer of Warranties
THE SERVICES, DDN CONTENT, DDN FRAMEWORKS, TRAINING MATERIALS, EDUCATIONAL MATERIALS, CREDENTIALING MATERIALS, CREDENTIALS, DESIGNATIONS, BCODE MATERIALS, AND RELATED RESOURCES ARE PROVIDED "AS IS," "WITH ALL FAULTS," AND "AS AVAILABLE."
TO THE MAXIMUM EXTENT PERMITTED BY LAW, DDN DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, AVAILABILITY, SECURITY, RELIABILITY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
DDN DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, FREE FROM HARMFUL COMPONENTS, OR THAT CONTENT WILL NOT BE LOST, DAMAGED, OR DELETED.
DDN DOES NOT WARRANT OR GUARANTEE THAT ANY TRAINING, EDUCATIONAL CONTENT, FRAMEWORK, METHODOLOGY, THOUGHT LEADERSHIP, CREDENTIAL, DESIGNATION, COURSE, EVENT, PROGRAM, BCODE PARTICIPATION, LICENSED USE, OR OTHER RESOURCE WILL RESULT IN ANY BOARD APPOINTMENT, EMPLOYMENT OPPORTUNITY, BUSINESS OPPORTUNITY, CERTIFICATION OUTCOME, CREDENTIALING OUTCOME, PROFESSIONAL OUTCOME, BUSINESS OUTCOME, COMPLIANCE OUTCOME, RISK REDUCTION, SOFTWARE OUTCOME, OR OTHER RESULT.
SOME JURISDICTIONS DO NOT ALLOW CERTAIN DISCLAIMERS. IN THOSE JURISDICTIONS, THE DISCLAIMERS APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.
21. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, DDN AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, CONTRACTORS, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR COVER DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST GOODWILL, LOST DATA, BUSINESS INTERRUPTION, LOSS OF USE, LOSS OF CONTENT, OR LOSS OF PROFESSIONAL, BUSINESS, BOARD, EMPLOYMENT, CREDENTIALING, LICENSING, BCODE, OR COMMERCIAL OPPORTUNITIES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, WARRANTY, OR ANY OTHER LEGAL THEORY, EVEN IF DDN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, DDN'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF:
1.THE AMOUNT YOU PAID TO DDN FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE THREE (3) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY; OR
2.ONE HUNDRED DOLLARS ($100).
THE LIMITATIONS IN THIS SECTION APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY. IN THOSE JURISDICTIONS, THE LIMITATIONS APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.
22. Indemnification
To the maximum extent permitted by law, you agree to defend, indemnify, and hold harmless DDN and its affiliates, officers, directors, employees, agents, contractors, suppliers, and licensors from and against any claims, demands, actions, losses, liabilities, damages, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to:
- your Content
- your use or misuse of the Services
- your violation of these Terms
- your violation of applicable law
- your violation of any third-party rights, including intellectual property, privacy, publicity, confidentiality, contractual, or other rights
- your misrepresentation of identity, credentials, authority, affiliation, professional experience, qualifications, or DDN credential status
- your misuse of DDN Content, DDN Frameworks, DDN marks, DDN badges, DDN certificates, DDN credentials, DDN designations, or DDN brand assets
- your unauthorized reuse, republication, redistribution, commercialization, external use, embedding, productization, or software integration of DDN Content, DDN Frameworks, training materials, educational materials, credentialing materials, thought leadership, or related resources
- your unauthorized consulting, advisory, training, assessment, benchmarking, implementation, audit, assurance, governance, technology, risk, compliance, software, platform, or other commercial services based on or derived from DDN Content or DDN Frameworks
- your breach of any BCODE membership agreement, license agreement, usage guideline, quality standard, attribution requirement, or program-specific term; or
- your use of information, introductions, opportunities, credentials, designations, frameworks, methodologies, or third-party services obtained through the Services.
DDN will use reasonable efforts to notify you of any claim subject to indemnification. DDN may control the defense and settlement of any claim at your expense if DDN reasonably determines that you are unwilling or unable to defend the claim, that there is a conflict of interest, or that DDN's interests are otherwise at risk.
You may not settle any claim in a manner that imposes liability or obligations on DDN, admits fault by DDN, or affects DDN's rights without DDN's prior written consent.
23. Governing Law and Venue
These Terms are governed by the laws of the State of California, without regard to conflict-of-law principles.
The parties exclude application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act.
You and DDN consent to the exclusive jurisdiction and venue of the state and federal courts located in Santa Clara County, California for any dispute arising out of or relating to these Terms or the Services, except that DDN may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property, Confidential Information, DDN Content, DDN Frameworks, trademarks, credentials, designations, BCODE rights, license rights, security, users, systems, or Services.
24. Notices
DDN may provide notices by email to the address associated with your account, through the Services, by posting on the Site, or by other legally permissible means.
Notices sent by email will be deemed given when sent. Notices posted through the Services or on the Site will be deemed given when posted.
You are responsible for keeping your account email address current.
Notices to DDN must be sent to info@digitaldirectors.network, unless these Terms or another written agreement specify a different method.
25. Assignment
You may not assign or transfer these Terms or any rights or obligations under these Terms without DDN's prior written consent.
DDN may assign or transfer these Terms, in whole or in part, without notice or consent in connection with a merger, acquisition, financing, restructuring, sale of assets, corporate transaction, or by operation of law.
Any attempted assignment in violation of this section is void.
26. Miscellaneous
These Terms, together with the Privacy Policy and any applicable order form, checkout terms, event terms, credentialing terms, course terms, BCODE membership agreement, license agreement, program terms, or additional terms provided by DDN, constitute the entire agreement between you and DDN regarding the Services and supersede all prior or contemporaneous agreements, communications, and understandings regarding the Services.
If any provision of these Terms is held invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect, and the invalid, illegal, or unenforceable provision will be modified to the minimum extent necessary to make it enforceable.
DDN's failure to enforce any provision of these Terms is not a waiver of that provision or any other provision.
The parties are independent contractors. These Terms do not create a partnership, joint venture, employment, agency, fiduciary, franchise, or consortium relationship except to the limited extent expressly provided in a signed BCODE membership agreement.
There are no third-party beneficiaries to these Terms except as expressly stated.
You must bring any claim arising out of or relating to these Terms or the Services within one year after the claim accrues, unless applicable law requires a longer period.
27. Contact
If you have questions about these Terms, contact us at:
DDN LLC
Attn: Legal
Email: info@digitaldirectors.network
Website: www.digitaldirectors.network