iMartial may at any time modify the terms and conditions of this Agreement and your continued use of this Website will be conditioned upon the terms and conditions in force at the time of your use.
1. License To Website. Subject to your performance of all of the provisions of this Agreement, including payment of all applicable fees, iMartial hereby grants you, a limited, terminable, personal, non-exclusive license to access and use the Website and the services contained herein (the "Service") solely as provided herein. Notwithstanding anything to the contrary herein, all rights not specifically granted in the license set forth above shall be reserved and remain always with iMartial. You shall be exclusively responsible for the supervision, management, and control of your Website user login and password. You shall ensure that you properly exit the Website at the end of each session. We will not be liable for any loss or damage arising from your failure to comply with these terms. Your right to use the Website is not transferable. You will use the Website and the Service in accordance with all applicable laws. iMartial may, without notice, terminate your access to the Website and the Service or take other actions as are reasonably necessary to comply with legal requirements and as necessary to protect iMartial's networks, information and the security and integrity of the Website.
2. Restrictions. You are solely responsible for any and all acts and omissions that occur under your user login and password, and you shall not to engage in unacceptable use of the Website, which includes, without limitation, use of the Website to transmit material that: (a) is patently offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual; (b) harasses or advocates harassment of another person; (c) involves the transmission of "junk mail", "chain letters," or unsolicited mass mailing or "spamming," or otherwise is an advertisement to, or solicitation of, any Member or Sponsor to buy or sell any products or services through the Service; (d) promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous; (e) promotes an illegal or unauthorized copy of another person's copyrighted work, such as utilizing images without authorization from photographers, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files; (f) contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page); (g) provides material that exploits people under the age of 18 in a sexual or violent manner, or solicits personal information from anyone under 18; (h) provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses; (i) solicits passwords or personal identifying information for commercial or unlawful purposes from other users; (j) involves commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, or pyramid schemes; or (k) is deemed by iMartial to be in conflict with the spirit or intent of this Agreement. iMartial reserves the right to investigate and take appropriate legal action in its sole discretion against anyone who violates this provision, including without limitation, removing the offending communication from the Service and terminating the membership of such violators. YOU SHALL BE RESPONSIBLE FOR ALL CHARGES INCURRED THROUGH USE OF YOUR LOGIN CREDENTIALS.
3. Membership. Membership in the Service is void where prohibited. No minors may use or access the Website unless the minor's parents or legal guardian. By agreeing to this Agreement as a Member, or parent/legal guardian of Member, you hereby warrant that you are at least 18 years of age, are legally capable of agreeing to this Agreement, and that all registration information you submit is truthful and accurate and that you agree to maintain the accuracy of such information.
4. Term/Fees. This Agreement shall remain in full force and effect while you use the Website, the Service, and/or are a Member and/or Sponsor. iMartial may terminate your membership for any reason, effective upon sending notice to you at the email address you provide in your registration or such other email address as you may subsequently provide to iMartial. If iMartial terminates your access to the Service because you have breached this Agreement, you shall not be entitled to the refund of any unused portion of subscription fees. Even after membership is terminated, the terms of this Agreement shall survive for so long as required to give them effect. iMartial reserves the right to charge for the Service and has the right to terminate Membership to use the service should the user breach this Agreement or fail to pay for the Service, as required by this Agreement. You are responsible for obtaining, installing and maintaining your own internal equipment and communications services necessary to access and use the Website. You shall be solely responsible for any telephone charges, Internet access fees, and other such similar fees and expenses that you incur by accessing the Website.
5. WE EXPRESSLY DISCLAIM AND MAKE NO REPRESENTATIONS, GUARANTEES OR WARRANTIES AS TO ANY TRANSACTION CONDUCTED THROUGH ANY SPONSOR SHOPS, ANY PRODUCTS OFFERED THROUGH THE SPONSOR SHOPS, OR ANY OTHER ACTIVITY ARISING FROM OR RELATED TO THE SPONSOR SHOPS. PRODUCTS THAT ARE PURCHASED THROUGH SPONSOR SHOPS ARE PURCHASED FROM THE SPONSORS ONLY AND NOT FROM iMartial. In the event that you have a dispute with one or more Sponsors, you hereby release iMartial and our subsidiaries and our respective officers, directors, and employees from any claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you hereby waive California Civil Code Â§1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
6. Credit Card Payments. This Section shall apply if you elect to make payments on the Website using a credit card. You hereby authorize iMartial and/or its payment processor to charge all amounts owed as a result of your use of the Website to the credit card you provide to iMartial. Some Sponsor Shops allow you to make payment for products you purchase from the corresponding Sponsor using iMartial's payment processor. If you use iMartial's payment processor to make purchases from Sponsor Shops, then you also hereby authorize iMartial and/or its payment processor to charge all amounts owed as a result of your purchases on participating Sponsor Shops to the credit card you provide to iMartial. You assume all responsibility for notifying us of changes in credit card numbers and/or expiration dates. We may also require a secondary credit card number to be used only if the payment to us by your primary credit card is declined. You shall additionally be responsible for and shall immediately pay iMartial, on demand, any payments that are made to us that are subject to a subsequent reversal. Questions regarding charges must be brought to the attention of our billing department within ninety (90) days after the end of the questioned billing period. Charges beyond ninety (90) days old are not subject to review, reversal or refund. YOU REPRESENT AND WARRANT THAT (I) THE CREDIT CARD INFORMATION SUPPLIED TO US IS TRUE, CORRECT AND COMPLETE, (II) PAYMENTS MADE YOU WILL BE HONORED BY YOUR CREDIT CARD COMPANY, AND (III) YOU SHALL PAY FOR ALL CHARGES INCURRED THROUGH USE OF YOUR LOGIN CREDENTIAL.
7. Taxes. You are solely responsible for payment of all sales and other taxes arising from your purchases of products from Sponsors through their respective Sponsor Shops.
8. Non-Commercial Use. The Website is for the use of Members and Sponsors only and may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by the management of iMartial. Illegal and/or unauthorized use of the Website, including collecting usernames and/or email addresses of Members and Sponsors by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the Website are strictly prohibited. Except as effected or permitted by iMartial, all advertisements, unsolicited mailings or advertisement to, or solicitation of, any Member or Sponsor to buy or sell any products or services through the Service is prohibited. Commercial advertisements, affiliate links, and other forms of solicitation may be removed from profiles without notice and may result in termination of membership privileges. Appropriate legal action will be taken by iMartial for any illegal or unauthorized use of the Website.
9. Proprietary Rights To Website. The content, organization, graphics, design, compilation, and other matters related to the Website and Service are protected under applicable U.S. and international copyright, trademark and other proprietary (including but not limited to intellectual property) rights. Except for that information which is in the public domain or for which you have been given express written permission, you may not copy, modify, publish, transmit, distribute, perform, display, or sell any such proprietary information. "iMartial" our logos and others marks are either trademarks or registered trademarks of iMartial. The posting of information or materials on the Website by iMartial does not constitute a waiver of any rights in such information and materials. iMartial exclusively owns all worldwide right, title and interest in and to all documentation, software, contents, graphics, designs, data, computer codes, ideas, know-how, "look and feel," compilations, magnetic translations, digital conversions and other materials included within the Website and related to the Website, and all modifications and derivative works thereof, and all intellectual property rights related thereto. You shall not challenge, contest or otherwise impair iMartial's ownership of the Website and the content therein or the validity or enforceability of iMartial's intellectual property rights related thereto. We reserve the right in our sole discretion to edit or delete any documents, information or other content appearing on the Website at any time without notice.
10. Our Rights To Your Content. You understand and agree that iMartial may review and delete any content, news, messages, requests for sponsorship, offers for sponsorship, sponsorship agreements, photos or profiles (collectively, "Content") that in the sole judgment of iMartial violate this Agreement or which may be offensive, illegal or violate the rights, harm, or threaten the safety of any Member or Sponsor. You are solely responsible for the Content that you publish or display (hereinafter, "post") on the Service or any material or information that you transmit to other Members and Sponsors. By posting Content on any public area of iMartial, you automatically grant as well as represent and warrant that you have the right to grant to iMartial, an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, and distribute such information and content and that iMartial has the right to prepare derivative works of, or incorporate into other works, such information and content, and to grant and authorize sublicenses of the foregoing.
11. Copyright Policy. None of the material on our Website may be downloaded, distributed, reproduced, republished, posted, transmitted or copied in any form or by any means, without the prior written permission of iMartial. Nothing contained herein shall be construed by implication, estoppel or otherwise as granting to the user an ownership interest in any copyright, trademark, patent or other intellectual property right of iMartial or any third party. Without limiting the foregoing, if you believe that your work has been copied and posted on the Service in a way that constitutes copyright infringement, please provide our office with the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Website; your address, telephone number, and email address; a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
12. Posting On The Website. Please choose carefully the information you post on iMartial and that you provide to others. Your iMartial profile may include personally identifiable items, including: last names, email addresses, telephone numbers, and street addresses. This information is not visible to others unless you submit a request for sponsorship to a participating Sponsor's listing. The information is then viewable for the purpose of the Sponsor to communicate with you regarding the status of your request for sponsorship and to send necessary material to activate your sponsorship. Do not include personally identifiable information in areas other than designated within your profile. iMartial reserves the right, in its sole discretion, to reject, refuse to post or remove any profile, request for sponsorship, or posting (including email) by you, or to restrict, suspend, or terminate your access to all or any part of the Website and/or Services at any time, for any or no reason, with or without prior notice, and without liability. Your participation in any offline iMartial event is at your sole risk.
13. DISCLAIMER. THIS WEBSITE, THE SERVICE AND THE MATERIALS CONTAINED HEREIN, SPONSOR SHOPS AND ALL CONTENT AND PRODUCTS THEREIN, ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND. ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, ARE DISCLAIMED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR ARISING OUT OF COURSE OF CONDUCT OR TRADE CUSTOM OR USAGE. IN ADDITION, iMartial DISCLAIMS (A) ANY ENDORSEMENT OF OR LIABILITY FOR CONTENT AND HYPERLINKS; (B) INACCURACY, INCOMPLETENESS OR TIMELINESS OF THE WEBSITE; (C) THE TRANSMISSION OF VIRUSES OR THE OCCURRENCE OF DATA CORRUPTION; AND (D) DAMAGES AS A RESULT OF THE TRANSMISSION, USE OR INABILITY TO USE THE WEBSITE OR CIRCUMSTANCES OVER WHICH THE ORGANIZATION HAS NO CONTROL. YOU UNDERSTAND AND AGREE THAT THE OPERATION OF THE WEBSITE AND THE SERVICE MAY INVOLVE BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. iMartial SHALL HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF THE WEBSITE AND THE SERVICE OR USE OF ANY INFORMATION ACCESSED THROUGH THE SITE OR PRODUCTS PURCHASED THROUGH ANY SPONSOR SHOPS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM iMartial THROUGH THE SITE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE OF ANY KIND. iMartial is not responsible for the contents of any linked sites or any link contained in a linked site, or any changes or updates to such sites.
15. Consumer Protection Laws. THIS WEBSITE AND THE SERVICE ARE BUSINESS PRODUCTS, THE APPLICATION OF WHICH IS COMMERCIAL, RATHER THAN CONSUMER-ORIENTED, IN NATURE. IN ACCEPTING THIS AGREEMENT, YOU RECOGNIZE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THAT CONSUMER PROTECTION LAWS DO NOT APPLY TO THE TRANSACTIONS CONTEMPLATED HEREBY.
16. Remedies. You hereby acknowledge that if iMartial, in its sole discretion, determines you to be in breach of these Terms and Conditions, iMartial may restrict, suspend, or terminate your access to all or any part of the Website and/or Services or terminate your membership with iMartial with or without notice. Termination hereunder shall be without prejudice to any other right or remedy to which iMartial may be entitled hereunder or at law.
17. Indemnity. You hereby indemnify and hold iMartial, its subsidiaries, affiliates, officers, agents, and other partners and employees, harmless against all damages, claims, liabilities, losses and other expenses, including without limitation reasonable attorneys' fees and costs, whether or not a lawsuit or other proceeding is filed, that arise out of or relate to (i) your use of the Website and the Service; (ii) your breach of this Agreement and/or any breach of your representations and warranties set forth above; (iii) any products you purchase from Sponsors, through their Sponsor Shops or otherwise, and all product liability and other claims you may have against the Sponsor or any other party arising from the use of such products; (iv) any disputes you may have with Sponsors; and/or (v) your participation in any offline iMartial event.
18. Links To Other Web Sites, Sponsors, And Services. To the extent this Site contains links to outside services and resources, you agree that your use of such links is solely at your own risk and that any concerns regarding such services or resources should be directed to the particular outside service or resource provider. Sponsors and other outside service providers and resources, and their respective employees and agents are not related to iMartial and iMartial is not responsible for any of their conduct, acts or omissions.
19. Member And Sponsor Disputes. You are solely responsible for your interactions with iMartial Members and Sponsors. iMartial reserves the right, but has no obligation, to monitor disputes between you, Members, and Sponsors.
20. Miscellaneous. Should any part of this Agreement be held invalid or
unenforceable, that portion shall be severed and the remaining portions
shall remain in full force and effect. Our failure to enforce any provision
of this Agreement shall not be deemed a waiver of such provision nor of
the right to enforce that or any other provision of this Agreement. In
the event a dispute arises regarding this Agreement or the use of this
Website, the prevailing party shall be entitled to recover reasonable attorneys'
fees and costs incurred, in addition to damages and any other relief to
which it is entitled.