Effective Date: April 13, 2012
IMG MAY, FROM TIME TO TIME, AND RESERVES THE RIGHT, IN ITS SOLE AND ABSOLUTE DISCRETION, TO MODIFY, LIMIT, CHANGE, DISCONTINUE, OR REPLACE THE WEBSITE. IN THE EVENT IMG MODIFIES, LIMITS, CHANGES, OR REPLACES THE WEBSITE, YOUR USE OF THE WEBSITE AFTER SAID MODIFICATION, LIMITATION, CHANGE, OR REPLACEMENT CONSTITUTES YOUR MANIFESTATION OF ASSENT TO THE MODIFICATION, LIMITATION, CHANGE, OR REPLACEMENT.
1. Warranties and Representations
You warrant and agree that you have the right and legal capacity to enter into this Agreement and to adhere to its terms and conditions. You warrant that you are a human individual that is eighteen (18) years of age or older and that you are not a bot, script, or other computer or machine, excluding search engine spiders that comply with IMG’s robots.txt file. You warrant that you are not prohibited from assenting to this Agreement by any preexisting Agreement.
If you are using the Website on behalf of a third party, including but not limited to a business entity, you warrant that you are the authorized representative of that third party and have the authority to bind that third party to the terms of this Agreement.
2. No Expert Advice
It is not the intention of IMG to provide definitive information or expert advice regarding any product or service but rather the material contained on this site is for informational purposes only and should not be used as a substitute for competent advice from professional with experience in or specific knowledge about such product or service. The information should not be considered complete or up to date. IMG does not recommend or endorse any specific product, service, professional, or course of action. Your reliance upon any information provided by IMG, IMG contractors and employees, others appearing on this Website at invitation by IMG, or other visitors or users of this Website is solely at your own risk.
3. Ownership of Website and License
You acknowledge and agree that IMG is the owner of, or has rights in and to, the Website and its associated content, including but not limited to all intellectual property rights inherent therein. The Website is protected by all applicable laws, intellectual property or otherwise, and you are expressly prohibited from using the Website for any purposes not explicitly stated in this Agreement. Specifically, and except where otherwise allowed under this Agreement, you are prohibited from framing, scraping, aggregating, hacking, reverse engineering, crawling, reproducing, preparing derivative works of, distributing, performing publicly, or displaying publicly the Website, whether in whole or in part, without the prior written consent of IMG. The foregoing prohibition on crawling and aggregation will not apply to search engines or non-commercial and publicly available archives that appropriately comply with IMG’s robots.txt file.
IMG hereby grants you a limited, non-exclusive, non-sublicensable, royalty free, non-assignable, and revocable license to use the Website for its customary and intended purposes. Use of the Website for a use outside of its customary and intended purposes or in violation of the terms of this Agreement will result in the termination of this license. Absent prior written permission from IMG, you are not permitted to reproduce, prepare derivative works, distribute copies, perform, display, or use for commercial purposes the Website or its content. This license is revocable at any time, and any rights not expressly granted herein are reserved to IMG.
All trademarks, common law or registered trademarks, displayed on this Website are the property of their respective owners. The Website, including its look and feel, color selections, layout, and arrangement, is the trade dress of IMG. You are prohibited from using IMG’s trademarks, service marks, and trade dress, or any colorable imitation thereof, to indicate the source of, sponsorship of, approval of, affiliation with, connection with, or association with your goods or services, whether in a domain name, meta tag, trade name, trademark, service mark, pay per click advertising, or otherwise, without the prior written consent of IMG.
5. User Generated Content
IMG may provide you with the ability to submit user generated content to the Website, which may include but is not limited to text, photos, videos, instructions/tutorials, designs, and other content (collectively “User Generated Content”). Except as otherwise licensed herein, you own all rights in and to your User Generated Content.
By submitting User Generated Content to the Website, you grant IMG a non-exclusive, irrevocable, royalty free, worldwide, and perpetual license to use your User Generated Content for the customary and intended purposes of the Website and any purpose related thereto, including, without limitation, to reproduce, prepare derivative works, distribute copies, perform, display, and use any of the User Generated Content. These purposes may include, but are not limited to, providing you or third parties with the Website or its associated products and services and archiving or making backups of the Website. You agree to waive all moral rights in and to your User Generated Content across the world, whether you have or have not asserted moral rights in or to your User Generated Content. By submitting User Generated Content to the Website, you further agree to waive all rights of publicity or privacy with respect to the User Generated Content submitted.
You warrant that any User Generated Content that you submit to the Website will not violate the rights of third parties, including, but not limited to, trademark rights, copyright rights, and rights of publicity and privacy, or violate any applicable law, statute, ordinance, treaty, or regulation, whether local, state, provincial, national, or international.
6. Section 230 of Communications Decency Act
You acknowledge and agree that IMG is an interactive computer service provider under Section 230 of the Communications Decency Act. Though IMG may edit, remove, or control the content displayed through the Website, you agree that IMG will not be considered an information content provider and will not be held liable for the republication of defamatory or tortious content created by third parties, whether through the Website or otherwise.
7. Confidential Information
You recognize that you may come into possession of information that comprises valuable trade secrets and other confidential information which is exclusively owned by IMG. You expressly recognize that such information is being conveyed to you under conditions of confidentiality, and you agree that you shall not disclose the confidential information to any third party during the term of this Agreement and thereafter, absent written permission from IMG or court order.
8. Third Party Links
You understand that the Website may contain links to third party websites, applications, or services that IMG does not own or control. You agree that IMG will not be held responsible or liable for the content of third party websites, applications, or services and that IMG’s inclusion of those websites, applications, or services within its Website does not constitute IMG’s endorsement of, recommendation of, or affiliation with any of those websites, applications, or services.
IMG does not endorse or recommend any commercial product, process, or service. The views and opinions of users, contributors, and others expressed on this Website do not necessarily state or reflect those of IMG and are not intended to be used for advertising or product endorsement purposes.
10. User Conduct
You expressly agree that you will not use the Website to violate any law, statute, ordinance, regulation, or treaty, to violate the rights of third parties, or for a use outside of the customary and intended purposes of the Website.
Specifically, you are expressly prohibited from: using a robot, spider, scraper, or other automated technology to access the Website; imposing a disproportionate load on the Website or its server infrastructure or otherwise attempting to interfere with the operation of the Website; circumventing IMG’s technological and physical security measures; impersonating another; posting or transmitting content that threatens or encourages bodily harm or destruction of property; posting or transmitting content that infringes upon the intellectual property rights of other users of the Website or third parties; posting or transmitting content that is offensive, derogatory, or obscene; posting or transmitting content that constitutes fraud, an unwanted commercial solicitation, a phishing scam, a pyramid scheme, or a chain letter; and posting or transmitting content intended to collect personal or personally identifiable information from users or third parties.
11. Term and Termination
This Agreement will remain in full force and effect so long as the Website is in operation. IMG may terminate this Agreement without liability at any time, without notice, and for any reason, including but not limited to for your violation of a term or condition of this Agreement.
12. Disclaimer of Warranties
IMG DISCLAIMS ANY RESPONSIBILITY FOR ANY HARM OR LIABILITY ARISING OUT OF OR RELATED TO YOUR USE OF THE WEBSITE OR SERVICES PURCHASED THROUGH THE WEBSITE. IMG PROVIDES THE WEBSITE AND THE SERVICES PROVIDED THROUGH THE WEBSITE ON AN AS-IS BASIS AND WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, COMPLETENESS, NON-INFRINGEMENT, OR QUALITY. SOME JURISDICTIONS DO NOT ALLOW AN EXCLUSION OF IMPLIED WARRANTIES. IF YOU ARE LOCATED IN SUCH A JURISDICTION, THIS EXCLUSION MAY NOT APPLY.
IMG WILL NOT BE HELD LIABLE OR RESPONSIBLE FOR ANY CONTENT POSTED ON THE WEBSITE, INCLUDING BUT NOT LIMITED TO ANY ADVICE PROVIDED BY ANY THIRD PARTY, ANY THIRD PARTY LINKS POSTED ON THE WEBSITE, OR ANY CONTENT TRANSMITTED THROUGH THE WEBSITE. IMG IS A SERVICE PROVIDER AND DOES NOT ASSUME RESPONSBILITY FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DESTRUCTION OF IDENTITY, UNAUTHORIZED ACCESS TO AN ATTORNEY ACCOUNT, OR ALTERATION THEREOF. IMG RESERVES THE RIGHT TO DISCONTINUE THE WEBSITE AT ANY TIME.
13. Limitation of Liability
IMG WILL NOT BE LIABLE TO YOU UNDER ANY LEGAL THEORY FOR ANY DAMAGES, CLAIMS, INJURIES, JUDGMENTS, COSTS, OR LIABILITIES ARISING OUT OF OR RELATED TO YOUR USE OR MISUSE OF THE WEBSITE OR YOUR USE OF SERVICES OFFERED THROUGH THE WEBSITE, INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, LOSS OF INCOME, SPECIAL DAMAGES, INCIDENTAL DAMAGES, CONSEQUENTIAL DAMAGES, PUNATIVE DAMAGES, OR EXEMPLARY DAMAGES. YOU UNDERSTAND AND AGREE THAT THE MAXIMUM AMOUNT THAT IMG CAN BE HELD LIABLE TO YOU UNDER ANY CIRCUMSTANCE IS THE AMOUNT THAT YOU PAID, IF ANY, FOR SERVICES PURCHASED THROUGH THE WEBSITE, AND IN NO CASE WILL THAT AMOUNT EXCEED $100. IF NO AMOUNT IS PAID BY YOU TO IMG, YOU AGREE THAT YOU WILL BE LIMITED TO INJUNCTIVE RELIEF ONLY UNLESS OTHERWISE PERMITTED BY LAW.
SOME STATES OR PROVINCES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF DAMAGES. IF YOUR STATE OR PROVINCE DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF DAMAGES, YOU SHOULD SEEK LEGAL COUNSEL TO UNDERSTAND YOUR LEGAL RIGHTS UNDER THE LAW.
You agree to hold harmless, indemnify, and defend IMG, its officers, employees, agents, successors, and assigns, from and against any and all claims, demands, losses, damages, rights, and actions of any kind, including, but not limited to, property damage, infringement, personal injury, and death, that either directly or indirectly arise out of or are related to your use of the Website, your use or provision of any services purchased through the Website, your reliance upon advice provided through the Website, your submission of User Generated Content to the Website, your violation of any term or condition of this Agreement, your violation of any applicable law, statute, ordinance, regulation, or treaty, whether local, state, national, or international, or your violation of the rights of a third party.
Your obligation to defend IMG under the terms of this Agreement will not provide you with the right to control IMG’s defense, and IMG reserves the right to control its defense and choose its counsel regardless of your contractual requirement to defend IMG.
You acknowledge and agree that you are prohibited from assigning your rights and obligations under this Agreement. IMG may assign its rights and obligations under this Agreement at any time, including but not limited to in a sale of the Website.
16. Resolution of Disputes and Governing Law
This Agreement will be interpreted under and governed by the laws of the State of Nevada without giving effect to any conflicts of laws principles. You agree that any claim or dispute that you may have against IMG will be exclusively resolved through arbitration.
YOU AND IMG AGREE THAT ARBITRATION WILL BE THE EXCLUSIVE FORUM AND REMEDY AT LAW FOR ANY DISPUTES ARISING OUT OF OR RELATING TO THIS AGREEMENT, YOUR USE OF THE WEBSITE, OR THE PURCHASE OF SERVICES FROM IMG, INCLUDING ANY DISPUTES CONCERNING THE VALIDITY, INTERPRETATION, VIOLATION, BREACH, OR TERMINATION OF THIS AGREEMENT. ARBITRATION UNDER THIS AGREEMENT WILL BE HELD IN LAS VEGAS, NEVADA AND IN ACCORDANCE WITH THE MOST RECENTLY EFFECTIVE COMMERCIAL ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION. THE ARBITRATION PROCEEDING WILL BE DECIDED BY A SINGLE ARBITRATOR AND THE ARBITRATOR WILL DECIDE THE ARBITRATION PROCEEDING BY APPLYING THE LAWS AND LEGAL PRINCIPLES OF THE STATE OF NEVADA AND THE FEDERAL LAWS OF THE UNITED STATES. THE LOSING PARTY WILL BE REQUIRED TO PAY THE PREVAILING PARTY’S REASONABLE ATTORNEYS’ FEES. YOU AND IMG AGREE THAT THE SITUS OF THIS AGREEMENT IS IN THE STATE OF NEVADA. YOU AND IMG AGREE TO SUBMIT TO THE EXCLUSIVE PERSONAL JURISDICTION OF ANY SUCH ARBITRATOR OR ARBITRATION PROCEEDING.
If any provision of this Agreement is found to be invalid or unenforceable for any reason whatsoever, the remaining provisions will remain valid and unimpaired and will continue in full force and effect.
19. No Waiver
You understand and agree that no term or provision of this Agreement will be deemed to have been waived and no breach will be deemed to have been consented to unless said waiver or consent is in writing and signed by the party to be charged.
20. Child Online Privacy Protection Act
The Website is not directed to persons under the age of eighteen (18) and IMG will not knowingly collect personally identifiable information from children under the age of eighteen (18). If IMG inadvertently collects personally identifiable information, IMG will delete the personally identifiable information in accordance with its security protocols.
21. Limitation On Actions
IMG AND YOU BOTH AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE WEBSITE OR ANY SERVICES PURCHASED THROUGH THE WEBSITE MUST COMMENCE WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES. FAILURE TO ASSERT SAID CAUSE OF ACTION WITHIN ONE YEAR WILL PERMANENTLY BAR ANY AND ALL RELIEF.
22. Reservation of Rights
All rights not expressly granted herein are reserved to IMG.
24. Copyright Policy
IMG hereby incorporates its Copyright Policy to these Terms of Service.
Any notice required by this Agreement must be in writing, and must be mailed by certified mail with return receipt requested to:
Invision Management Group, LLC
187 E. Warm Springs Rd.
Las Vegas, NV 89119
A copy of any such notice must be emailed to firstname.lastname@example.org, but email notice alone shall not comply with the notice requirements of this Agreement.
This Agreement is enforced by the Internet lawyers of Traverse Legal, PLC.