The services hereunder are offered by iclique-in, Inc. , located at:6260 Sequence Drive, San Diego, CA 92122and email:info@iclique-in. com.
IF YOU ARE USING OR OPENING AN ACCOUNT WITH ICLIQUE-IN ON BEHALF OF A COMPANY, ENTITY, OR ORGANIZATION (COLLECTIVELY, A SUBSCRIBING ORGANIZATION) THEN YOU REPRESENT AND WARRANT THAT YOU:(I) ARE AN AUTHORIZED REPRESENTATIVE OF THAT SUBSCRIBING ENTITY WITH THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS; (II) HAVE READ THE FOREGOING TERMS; (III) UNDERSTAND THESE TERMS, AND (IV) AGREE TO THESE TERMS ON BEHALF OF SUCH SUBSCRIBING ORGANIZATION.
1. IMPORTANT DISCLAIMERS
- 1.1 Not Advice. The information displayed on and distributed through the iclique-in Services is for general information purposes only and is not advice. iclique-in is not a referral service. iclique-in does not recommend, endorse, or refer its Users to service providers listed on the iclique-in Services; iclique-in provides a self-service web site where you choose service providers at your own will and sole risk. It is solely your decision to determine which service provider is best for your circumstances and your use of iclique-in constitutes a waiver of any claim against iclique-in pertaining to your subsequent interaction with any service provider listed thereon. Nothing contained on the iclique-in Services constitutes a recommendation or endorsement of any product, service, site, company or individual.
- 1.2 Compliance with Laws. You hereby represent, warrant, and agree to comply with all laws, regulations, and rules applicable to your use of the iclique-in Services in all jurisdictions, localities, states, territories, and/or countries in which you or your Subscribing Organization exists.
2. Privacy Notice Your privacy is important to iclique-in. iclique-ins Privacy Notice is hereby incorporated into these Terms by reference. Please read this notice carefully for information relating to iclique-ins collection, use, and disclosure of your personal information.
3. Individual Features and Services When using the iclique-in Services, you will be subject to any additional posted guidelines or rules applicable to specific services and features which may be posted from time to time (the Guidelines). All such Guidelines are hereby incorporated by reference into these Terms.
4. Modification of these Terms iclique-in reserves the right, at our discretion, to change, modify, add, or remove portions of these Terms at any time. Please check these Terms and any Guidelines periodically for changes. Your continued use of the iclique-in Services after the posting of changes constitutes your binding acceptance of such changes. For any material changes to these Terms, such amended terms will automatically be effective thirty days after they are initially posted on the iclique-in Services.
5. User Evaluations
- 5.1 Definition of User Evaluations iclique-in permits Users to submit descriptive listings of their services (User Listings) as well as reviews and evaluations of service providers (User Evaluations). You understand that whether or not such User Evaluations are published, iclique-in does not guarantee any confidentiality with respect to any User Evaluations. YOU ARE RESPONSIBLE FOR THE ACCURACY OF THE USER EVALUATIONS THAT YOU PROVIDE AND YOU MAY BE HELD ACCOUNTABLE FOR ANY INACCURACIES OR FALSITIES.
5.2 Ownership, Limited License Grants
(a) Limited License Grant to iclique-in. By submitting User Listings and/or User Evaluations to the iclique-in Services, you hereby grant to iclique-in a worldwide, non-exclusive, transferable, assignable, fully paid-up, royalty-free, perpetual, and irrevocable license to display, reproduce, distribute, prepare derivative works of, and exploit your User Listings and/or User Evaluations in any media formats and through any media channels. You understand and agree that you may not be able to update or modify any evaluations, reviews, or listings once such information is submitted through the iclique-in Services.
(b) Limited License Grant to other iclique-in Users. By submitting User Listings and/or User Evaluations to the iclique-in Services, you also hereby grant to each user of the iclique-in Services a non-exclusive license to access and use your User Listings and/or User Evaluations through the iclique-in Services.
(c) Required Rights in User Evaluations. You are solely responsible for your User Listings and/or User Evaluations and the consequences of posting or publishing them. In connection with User Listings and/or User Evaluations, you affirm, represent and/or warrant that you created, own, or have the necessary licenses, rights, consents, and permissions to use and to authorize iclique-in and iclique-ins Users to use your User Listings and/or User Evaluations as necessary to exercise the licenses granted by you in this section and in the manner contemplated by iclique-in and these Terms.
(d) User Evaluations Representations. In connection with User Listings and/or User Evaluations, you further agree that you will not:(i) submit material that is copyrighted, protected by trade secret laws or is otherwise subject to third-party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant iclique-in and its Users all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage iclique-in or any third party person or entity; (iii) submit material that is defamatory, unlawful, obscene, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, demeaning with regard to sexual orientation, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law or is otherwise inappropriate; (iv) post advertisements or solicitations of business; or (iv) impersonate another person.
(e) User Evaluations Disclaimer. You understand that when using the iclique-in Services you will be exposed to User Listings and/or User Evaluations from a variety of sources, and that iclique-in is not responsible for the accuracy, usefulness, or intellectual property rights of or relating to such User Listings and/or User Evaluations. You further understand and acknowledge that you may be exposed to User Listings and/or User Evaluations that are inaccurate, offensive, indecent or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against iclique-in with respect thereto. iclique-in does not endorse any User Listings and/or User Evaluations or any opinion, recommendation or advice expressed therein, and iclique-in expressly disclaims any and all liability in connection with User Listings and/or User Evaluations. If notified by a User or a content owner of a User Listing and/or User Evaluation that allegedly does not conform to these Terms, iclique-in may investigate the allegation and determine in its sole discretion whether to remove the User Listing and/or User Evaluation, which it reserves the right to do at any time and without notice. For clarity, iclique-in does not permit copyright infringing activities on the iclique-in Services.
6. Prohibited Conduct- BY USING THE ICLIQUE-IN SERVICES YOU AGREE NOT TO:
- 6.1 post, upload, or distribute any defamatory, libelous, or inaccurate User Listings and/or User Evaluations or other content;
- 6.2 post, upload, or distribute any User Listings and/or User Evaluations or other content that is unlawful or that a reasonable person could deem to be objectionable, offensive, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, hateful, racially or ethnically offensive, demeaning with regard to sexual orientation, or otherwise inappropriate;
- 6.3 impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the iclique-in Services accounts of others without permission, forge another persons digital signature, misrepresent the source, identity, or content of information transmitted via the iclique-in Services, or perform any other similar fraudulent activity.
- 6.4 make unsolicited offers, advertisements, proposals, or send junk mail to other Users of the iclique-in Services. This includes, but is not limited to, unsolicited advertising, promotional materials, or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures.
- 6.5 use the iclique-in Services for any illegal purpose, or in violation of any local, state, national, or international law, including, without limitation, laws governing intellectual property and other proprietary rights, and data protection and privacy.
- 6.6 defame, harass, abuse, threaten or defraud users of the iclique-in Services, or collect, or attempt to collect, personal information about third parties without their consent, it being understood that the iclique-in Services are for personal, non-commercial use only.
- 6.7 use the iclique-in Services for any commercial purposes that are not contemplated under these Terms.
- 6.8 use the iclique-in Services if you are under the age of eighteen (18) years old.
- 6.9 fail to deliver payment for any products or services that you purchase through the iclique-in Services.
- 6.10 remove, circumvent, disable, damage or otherwise interfere with security-related features of the iclique-in Services, features that prevent or restrict use or copying of any content accessible through the iclique-in Services, or features that enforce limitations on the use of the iclique-in Services. or
- 6.11 intentionally interfere with or damage operation of the iclique-in Services or any users enjoyment of them, by any means, including uploading or otherwise disseminating viruses, worms, or other malicious code.
7. Account; Payment Terms
- 7.1 Account THE ICLIQUE-IN SERVICES ARE NOT AVAILABLE TO PERSONS UNDER THE AGE OF 18 OR TO ANY USERS PREVIOUSLY SUSPENDED OR REMOVED FROM THE ICLIQUE-IN SERVICES BY ICLIQUE-IN. When you subscribe to the iclique-in Services and/or purchase a listing or any products, services, or information from the iclique-in Services, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You agree that the information you provide to iclique-in on registration and at all other times will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up-to-date at all times. If you have reason to believe that your account is no longer secure (e. g. , in the event of a loss, theft or unauthorized disclosure or use of your account ID, password, or any credit, debit or charge card number, if applicable), then you agree to immediately notify iclique-in. You may be liable for the losses incurred by iclique-in or others due to any unauthorized use of your iclique-in Services account. Please contact iclique-in at accounts@iclique-in. com with any questions regarding your account.
- 7.2 Payment Terms. You are responsible for paying any fees and applicable taxes associated with the iclique-in Services in a timely manner and with a valid payment method. All payments must be made as directed by iclique-in. If presented with a charge or fee notice on the iclique-in Services, then you agree to pay for any listings, products, services, advertisements, or information that you purchase through the iclique-in Services, and we may charge your selected payment method for any such fees owed. You are required to keep your billing information current, complete, and accurate (e. g. , a change in billing address, credit card number, or expiration date) and to notify iclique-in if your selected payment method is cancelled (e. g. , for loss or theft). You are responsible for all charges incurred under your account made by you or anyone who uses your account (including your children, family, or friends). If your payment method fails or your account is past due, we may collect fees owed using other collection mechanisms. Your account may be deactivated without notice to you if payment is past due, regardless of the dollar amount. You are also responsible for paying any governmental taxes imposed on your purchases from or use of the iclique-in Services, including, but not limited to, sales, use, or value-added taxes. To the extent that iclique-in is obligated to collect such taxes, the applicable tax will be added to your account.
- 14.1 Notice iclique-in may provide you with notices, including those regarding changes to iclique-ins terms and conditions, by email, regular mail or postings on the iclique-in Services. Notice will be deemed given twenty-four hours after email is sent, unless iclique-in is notified that the email address is invalid. Alternatively, we may give you legal notice by mail to a postal address, if provided by you through the iclique-in Services. In such case, notice will be deemed given three days after the date of mailing. Notice posted on the iclique-in Services is deemed given 30 days following the initial posting.
- 14.2 Waiver The failure of iclique-in to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by iclique-in.
- 14.3 Governing Law These Terms will be governed by and construed in accordance with the laws of the State of California, without giving effect to any principles of conflicts of law.
- 14.4 Jurisdiction You agree that any action at law or in equity arising out of or relating to these Terms or iclique-in will be filed only in the state or federal courts in and for San Diego County, California, and you hereby consent and submit to the personal and exclusive jurisdiction of such courts for the purposes of litigating any such action.
- 14.5 Severability If any provision of these Terms or any Guidelines is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.
- 14.6 Assignment These Terms and related Guidelines, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by iclique-in without restriction.
- 14.7 Survival Upon termination of these Terms, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, Sections 1, 4, 5(c)-(e), 6, 8 through 14 herein.
- 14.8 Headings The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.
- 14.9 Entire Agreement This is the entire agreement between you and iclique-in relating to the subject matter herein and will not be modified except in a writing, signed by both parties, or by a change to these Terms or Guidelines made by iclique-in as set forth in Section 4 above.
- 14.10 Claims YOU AND ICLIQUE-IN AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE ICLIQUE-IN SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
- 14.11 Disclosures The services hereunder are offered by iclique-in Inc. , located at:P. O. Box 927705, San Diego, CA 92192 and email:info@iclique-in. com. If you are a California resident, you may have this same information emailed to you by sending a letter to the foregoing address with your email address and a request for this information.
9. Ownership; Proprietary RightsThe iclique-in Services are owned and operated by iclique-in. The visual interfaces, graphics, design, compilation, information, computer code, products, software, services, and all other elements of the iclique-in Services provided by iclique-in (the Materials) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any User Evaluations, which are provided and owned by Users, all Materials contained on the iclique-in Services are the property of iclique-in or its subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to iclique-in or its affiliates and/or third-party licensors. Except as expressly authorized by iclique-in, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials.
10. IndemnificationYou agree to indemnify, save, and hold iclique-in, its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, and partners harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use or misuse of the iclique-in Services, any violation by you of these Terms, or any breach of the representations, warranties, and covenants made by you herein. iclique-in reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify iclique-in, and you agree to cooperate with iclique-ins defense of these claims. iclique-in will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
11. Third-Party Sites, Products and Services; LinksThe iclique-in Services may include links or references to other web sites or services solely as a convenience to Users (Reference Sites). iclique-in does not endorse any such Reference Sites or the information, materials, products, or services contained on or accessible through Reference Sites. In addition, your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the iclique-in Services are solely between you and such advertiser. ACCESS AND USE OF REFERENCE SITES, INCLUDING THE INFORMATION, MATERIALS, PRODUCTS, AND SERVICES ON OR AVAILABLE THROUGH REFERENCE SITES IS SOLELY AT YOUR OWN RISK.
12. Disclaimers; No WarrantiesTHE ICLIQUE-IN SERVICES AND ANY DATA, INFORMATION, THIRD-PARTY SOFTWARE, REFERENCE SITES, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE ICLIQUE-IN SERVICES ARE PROVIDED AS IS AND AS AVAILABLE WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, ICLIQUE-IN AND ITS SUPPLIERS, LICENSORS, AFFILIATES, AND PARTNERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
ICLIQUE-IN, ITS SUPPLIERS, LICENSORS, AFFILIATES, AND PARTNERS DO NOT WARRANT THAT THE DATA, INFORMATION, OR FUNCTIONS OFFERED ON THE ICLIQUE-IN SERVICES OR ANY REFERENCE SITES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ERRORS OR DEFECTS WILL BE CORRECTED, OR THAT THE ICLIQUE-IN SERVICES OR THE SERVER THAT MAKES IT AVAILABLE IS OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
ICLIQUE-IN, ITS SUPPLIERS, LICENSORS, AFFILIATES, AND PARTNERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE ICLIQUE-IN SERVICES (INCLUDING WITHOUT LIMITATION YOUR USE OF ANY INFORMATION PERTAINING TO SERVICE PROVIDERS) OR ANY REFERENCE SITES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, OR DATA THROUGH THE ICLIQUE-IN SERVICES OR ANY REFERENCE SITES AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.
13. Limitation of Liability and DamagesUNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL ICLIQUE-IN OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES, OR LOSS OF ANTICIPATED PROFITS) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OR YOUR INABILITY TO USE THE MATERIALS ON THE ICLIQUE-IN SERVICES OR ANY REFERENCE SITES, OR ANY OTHER INTERACTIONS WITH ICLIQUE-IN, EVEN IF ICLIQUE-IN OR A ICLIQUE-IN AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, ICLIQUE-INS LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
IN NO EVENT WILL ICLIQUE-IN OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE ICLIQUE-IN SERVICES OR ANY REFERENCE SITES, INCLUDING WITHOUT LIMITATION YOUR INTERACTIONS WITH ANY SERVICE PROVIDERS FOUND BY YOU ON THE ICLIQUE-IN SERVICES OR WITH OTHER THE ICLIQUE-IN SERVICES USERS, (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE ICLIQUE-IN SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER.
THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY REFERENCE SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN ICLIQUE-IN AND RECEIVED THROUGH OR ADVERTISED ON THE ICLIQUE-IN SERVICES OR RECEIVED THROUGH ANY REFERENCE SITES.
YOU ACKNOWLEDGE AND AGREE THAT ICLIQUE-IN HAS OFFERED ITS PRODUCTS AND SERVICES, SET ITS PRICES, AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND ICLIQUE-IN, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND ICLIQUE-IN.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.