IX-ONE.COM Universal
Terms of Service for
IX-ONE.COM Software and
Services |
This Agreement ("Agreement") is by and
between IX-ONE.COM ("IX-ONE.COM") a/an AZ individual and You,
Your heirs, agents, successors and assigns ("You"), and is made
effective as of the date of electronic execution. This Agreement
sets forth the terms and conditions of Your use of IX-ONE.COM
software (“Software”) and services (“Services”) and explains
IX-ONE.COM ’s obligations to You and Your obligations to
IX-ONE.COM in relation to the Software and Services You
purchase. This Agreement as well as any additional
IX-ONE.COM policies, together with all modifications thereto,
constitute the complete and exclusive agreement between You and
IX-ONE.COM concerning Your use of IX-ONE.COM ’s Software and
Services, and supersede and govern all prior proposals,
agreements, or other communications. All IX-ONE.COM policies and
agreements specific to particular Software and Service are
incorporated herein and made part of this Agreement by
reference, including the
dispute policy (“UDRP”). By purchasing IX-ONE.COM ’s
Software or Services, You acknowledge that You have read,
understood, and agree to be bound by all terms and conditions of
this Agreement and any other policies or agreements made part of
this Agreement by reference, as well as any new, different or
additional terms, conditions or policies which IX-ONE.COM may
establish from time to time, and any agreements that IX-ONE.COM
is currently bound by or will be bound by in the future. You may
view the latest version of this Agreement online.
In addition to transactions entered into by You on Your behalf,
You also agree to be bound by the terms of this Agreement for
transactions entered into on Your behalf by anyone acting as
Your Agent, and transactions entered into by anyone who uses the
account You've established with IX-ONE.COM, whether or not the
transactions were in Your behalf. You acknowledge that
IX-ONE.COM ’s acceptance of any application made by You for
Services provided by IX-ONE.COM will take place at the Internet
Corporation for Assigned Names and Numbers ("ICANN") accredited
registrar's offices located in Scottsdale, Arizona, USA.
The General Terms in Section A apply to all customers of
IX-ONE.COM. The Software and Services Specific Agreements
incorporated in Section B apply only to customers who have
purchased those referenced Services. |
A. GENERAL TERMS APPLICABLE TO ALL SOFTWARE AND SERVICES
|
1. TERM OF AGREEMENT; MODIFICATIONS.
|
You agree that IX-ONE.COM may
modify this Agreement and the Services from time to time. You
agree to be bound by any changes IX-ONE.COM may reasonably make
to this Agreement when such changes are made. If You have
purchased Services or Software from IX-ONE.COM , the term of
this Agreement shall continue in full force and effect as long
as You take advantage of and use the Software or Services. In
the event You terminate Your usage, IX-ONE.COM will not refund
any amounts You have paid. You agree that IX-ONE.COM shall not
be bound by any representations made by third parties who You
may use to purchase Services from IX-ONE.COM , and that any
statement of a general nature, which may be posted on IX-ONE.COM
’s Web site or contained in IX-ONE.COM ’s promotional materials,
will not bind IX-ONE.COM . IX-ONE.COM may, at times, offer
certain promotions with different charges and features.
You agree that You will be responsible for notifying IX-ONE.COM
should You desire to terminate Your use of IX-ONE.COM 's
Services. Notification of Your intent to terminate must be
provided to IX-ONE.COM no earlier than 10 days prior to Your
billing date but no later than three days prior to Your billing
date. |
2. ACCURATE INFORMATION.
|
You agree to maintain accurate
information by providing updates to IX-ONE.COM , as needed,
while You are using IX-ONE.COM ’s Services. You agree You will
notify IX-ONE.COM within five (5) business days when any change
of the information You provided as part of the application
and/or registration process changes. Failure by You, for
whatever reason, to respond within five (5) business days to any
inquiries made by IX-ONE.COM to determine the validity of
information provided by You will constitute a material breach of
this Agreement. You agree that IX-ONE.COM may
use and rely on any such information provided by You for all
purposes in connection with Your Services, subject to IX-ONE.COM
’s
Privacy Policy . If You provide any information that is
inaccurate, not current, false, misleading or incomplete, or if
IX-ONE.COM has reasonable grounds to suspect that Your
information is inaccurate, not current, false, misleading or
incomplete, IX-ONE.COM has the absolute right, in its sole
discretion, to terminate its Services and close Your account. |
3. PRIVACY.
|
You can view IX-ONE.COM ’s Privacy
Policy
here , which is incorporated herein by reference, as it
is applicable to all Company Software and Services. The Privacy
Policy provides Your rights and Company’s responsibilities with
regard to Your personal information. Company will not use Your
information in any way inconsistent with the purposes and
limitations provided in the Privacy Policy. |
4. ACCOUNT SECURITY.
|
You agree You are entirely responsible
for maintaining the confidentiality of Your customer
number/login, password, credit card number, and shopper PIN
(collectively, the "Account Access Information"). You agree You
are entirely responsible for any and all activities that occur
under Your account. You agree to notify IX-ONE.COM immediately
of any unauthorized use of Your account or any other breach of
security. You agree IX-ONE.COM will not be liable for any loss
that You may incur as a result of someone else using Your
Account Access Information, either with or without Your
knowledge. You further agree You could be held liable for losses
incurred by IX-ONE.COM or another party due to someone else
using Your Account Access Information. For security purposes,
You should keep Account Access Information in a secure location
and take precautions to prevent others from gaining access to
Your Account Access Information. You agree that You will be
responsible for all activity in Your account, whether initiated
by You, or by others on Your behalf, or by any other means.
IX-ONE.COM specifically disclaims liability for any activity in
Your account, whether authorized by You or not. |
5. NO UNLAWFUL CONDUCT OR IMPROPER USE.
|
As a condition of Your use of IX-ONE.COM
’s Software and Services, You agree not to use them for any
purpose that is unlawful or prohibited by these terms and
conditions, and You agree to comply with any applicable local,
state, federal and international laws, government rules or
requirements. You agree You will not be entitled to a refund of
any fees paid to IX-ONE.COM if, for any reason, IX-ONE.COM takes
corrective action with respect to Your improper or illegal use
of its Services. IX-ONE.COM reserves the right at all
times to disclose any information as IX-ONE.COM deems necessary
to satisfy any applicable law, regulation, legal process or
governmental request, or to edit, refuse to post or to remove
any information or materials, in whole or in part, in
IX-ONE.COM's sole discretion. If You have purchased
Services, IX-ONE.COM has no obligation to monitor Your use of
the Services. IX-ONE.COM reserves the right to review Your use
of the Services and to cancel the Services in its sole
discretion. IX-ONE.COM reserves the right to terminate Your
access to the Services at any time, without notice, for any
reason whatsoever. IX-ONE.COM reserves the right to
terminate Services if Your usage of the Services results in, or
is the subject of, legal action or threatened legal action,
against IX-ONE.COM or any of its affiliates or partners, without
consideration for whether such legal action or threatened legal
action is eventually determined to be with or without merit.
IX-ONE.COM may review every account for excessive space and
bandwidth utilization and to terminate or apply additional fees
to those accounts that exceed allowed levels.
Except as set forth below, IX-ONE.COM may also cancel Your use
of the Services, after thirty (30) days, if You are using the
Services, as determined by IX-ONE.COM in its sole discretion, in
association with spam or morally objectionable activities.
Morally objectionable activities will include, but not be
limited to: activities designed to defame, embarrass, harm,
abuse, threaten, slander or harass third parties; activities
prohibited by the laws of the United States and/or foreign
territories in which You conduct business; activities designed
to encourage unlawful behavior by others, such as hate crimes,
terrorism and child pornography; activities that are tortuous,
vulgar, obscene, invasive of the privacy of a third party,
racially, ethnically, or otherwise objectionable; activities
designed to impersonate the identity of a third party; illegal
access to other computers or networks (i.e., hacking);
distribution of Internet viruses or similar destructive
activities; and activities designed to harm or use unethically
minors in any way. Notwithstanding anything to the contrary
herein, in the event IX-ONE.COM cancels Your Services during the
first thirty (30) days after You purchase the Services, You will
receive a refund of any fees paid to IX-ONE.COM in connection
with the Services being canceled. In the event IX-ONE.COM
deletes Your Services because they are being used in association
with spam or morally objectionable activities, no refund will be
issued. You agree You will not be entitled to a refund of any
fees paid to IX-ONE.COM if, for any reason, IX-ONE.COM takes
corrective action with respect to Your improper or illegal use
of its Services. |
6. NO SPAM; LIQUIDATED DAMAGES.
|
You agree IX-ONE.COM may immediately
terminate any account which it believes, in its sole discretion,
is transmitting or is otherwise connected with any spam or other
unsolicited bulk email. In addition, if actual damages cannot be
reasonably calculated then You agree to pay IX-ONE.COM
liquidated damages of $1 for each piece of spam or unsolicited
bulk email transmitted from or otherwise connected with Your
account, otherwise You agree to pay IX-ONE.COM's actual damages.
You acknowledge You have read and understand and agree to be
bound by the terms and conditions of IX-ONE.COM ’s Anti-spam
Policy, available
here . Such terms and conditions are applicable to the use
of all IX-ONE.COM Software and Services and are incorporated
herein. |
7. INTELLECTUAL PROPERTY.
|
You agree that IX-ONE.COM or its
licensor holds all rights, title and interest in all Software
and Services and all intellectual property, including other
rights related to intangible property, unless otherwise
indicated. You acknowledge that no title or interest in such
Intellectual Property Rights is being transferred to You and You
agree to make no claim of interest in any such Services or
Software. You understand and agree that all
content and materials contained in this Agreement, other
policies, the IX-ONE.COM Web site, and any affiliated Web sites,
are protected by the various copyright, patent, trademark,
service mark and trade secret laws of the United States, as well
as any other applicable proprietary rights and laws, and that
IX-ONE.COM or its licensor expressly reserves its rights in and
to all such content and materials. You further understand and
agree that You are prohibited from using, in any manner
whatsoever, any of the content or materials described above
without the express written permission of IX-ONE.COM or its
licensor. No license or right under any copyright, patent,
trademark, service mark or other proprietary right or license is
granted to You or conferred upon You by this Agreement or
otherwise. |
8. USE OF IX-ONE.COM SOFTWARE.
|
If You have licensed software from
IX-ONE.COM , IX-ONE.COM grants You a limited, non-exclusive,
nontransferable and non-assignable license to use the software
for such purposes as are ordinary and customary. You are free to
use the software on any computer, but not on two or more
computers at one time. You agree to not alter
or modify the Software. You agree You are not authorized to
combine the Software with any other software program, create
derivative works based upon the Software, nor are You authorized
to integrate any plug-in or enhancement which uses or relies
upon the Software. You further agree not to reverse engineer,
decompile or otherwise attempt to uncover the source code.
IX-ONE.COM reserves all rights to the Software. The Software and
any copies You are authorized to make are the intellectual
property of IX-ONE.COM . The source code and its organization
are the exclusive property of IX-ONE.COM and the Software is
protected by copyright, including United States Copyright Law.
Except as expressly provided for in this section, this Agreement
does not grant You any rights in the Software and all rights are
reserved by IX-ONE.COM . IX-ONE.COM
provides this Software “as is” without warranty of any kind
either express or implied, including but not limited to the
implied warranties or conditions of merchantability or fitness
for a particular purpose. |
9. FEES AND PAYMENT.
|
As consideration for the Software or
Services purchased by You and provided to You by IX-ONE.COM, You
agree to pay IX-ONE.COM at the time You order. All fees are due
immediately and are non-refundable unless otherwise expressly
noted, even if Your Services are suspended, terminated, or
transferred prior to the end of the Services term. IX-ONE.COM
expressly reserves the right to modify pricing through email
notification and/or notice on its Web site. Payment may be made
by You by providing either a valid credit card, an online check,
a personal check , or using IX-ONE.COM ’s prepaid service Good
as Gold, (“Prepaid Services”) to establish a cash reserve for
charge by IX-ONE.COM (collectively, the "Payment Method"). Your
Prepaid Services account may be funded by a money order or a
personal check under as further described, below. If
You signed up for a monthly payment plan, Your monthly billing
date will be determined based on the day of the month You
purchase the Services unless that date falls after the 28th of
the month in which case Your billing date will be the 28th of
each month. If You signed up for an annual (or longer) payment
plan, and You elected the automatic renewal option, IX-ONE.COM
will automatically renew Your Services when they come up for
renewal and will take payment from the Payment Method You have
on file with IX-ONE.COM, at IX-ONE.COM's then current rates.
If for any reason IX-ONE.COM is unable to charge Your Payment
Method for the full amount owed IX-ONE.COM for the Services
provided, or if IX-ONE.COM is charged a penalty for any fee it
previously charged to Your Payment Method, You agree that
IX-ONE.COM may pursue all available remedies in order to obtain
payment. If You pay by credit card and if for any reason
IX-ONE.COM is unable to charge Your credit card with the full
amount of the Services provided, or if IX-ONE.COM is charged
back for any fee it previously charged to the credit card You
provided, You agree that IX-ONE.COM may pursue all available
remedies in order to obtain payment. You agree that among the
remedies IX-ONE.COM may pursue in order to effect payment, shall
include but will not be limited to, immediate cancellation
without notice to You of any Services registered or renewed on
Your behalf. IX-ONE.COM reserves the right to charge a
reasonable administrative fee for administrative tasks outside
the scope of its regular Services, including additional costs
that it may incur in providing the Services and pass along to
You. These include, but are not limited to, customer service
issues that cannot be handled over email but require personal
service, fees incurred by third parties You have elected to use
as payment methods, including PayPal and Certegy, Inc., and
disputes that require legal services. These charges will be
billed to the Payment Method we have on file for You. You may
change Your Payment Method at any time by logging into Your
Account Manager. You agree that You are solely
liable for arranging that Your Services are renewed, and that
IX-ONE.COM shall not be liable to You or any third party if it
is unable to charge Your Payment Method in order to renew Your
Services. While all purchases are processed in US
dollars, IX-ONE.COM may provide an estimated conversion price to
currencies other than US dollars. You acknowledge and agree that
the pricing displayed during the checkout process is an
estimate. Due to potential slight time delays between actual
purchase and the payment settlement, the actual price charged
may fluctuate. Accordingly, IX-ONE.COM makes no representations
or warranties that the actual price will be the same or
substantially similar to the actual price You will pay and You
waive any and all claims based upon any discrepancy between the
estimate and the actual price. In addition, you may be charged
VAT, based on the country indicated in Your billing address
section. Any amounts to be charged will appear during the
checkout process. |
A. Good as Gold Prepaid Services
|
Service Details.
By using IX-ONE.COM ’s Prepaid Services, You can transfer funds
to IX-ONE.COM in advance and use the balance of Your Prepaid
Services Account ("Account") as You please. You can use Your
Account to purchase any of the Software or Services of
IX-ONE.COM . As consideration for the Services purchased by You
and provided to You by IX-ONE.COM , You agree to pay IX-ONE.COM
in advance for the Services to be provided. Payment is to be
made by You providing either a valid credit card, wire transfer,
a money order, or personal check. Personal checks may only be
used for payments of $100 or more, and may not be made for less
than the amount required at purchase. Personal checks under
$1,000 are subject to the same processing fees as wire
transfers. All personal checks will be delayed fourteen (14)
days until the money is credited, which may delay Your usage of
the Software or Services. You agree that if the EFT or bank
draft is returned unpaid, You will pay a service charge of
$25.00 or the maximum amount allowed by law, which may be
debited from Your account using an EFT or bank draft.
You can verify the remaining funds in Your Account at any time
by logging in to Manage Your Account or through the shopping
cart on the IX-ONE.COM Web site. Should You decide to terminate
Your Account and seek a refund of Your Prepaid Services, Your
refund will be made by check net of any discounts, including,
but not limited to, reduced or waived wire transfer fees and/or
the Cash Discount. You acknowledge
that funds transferred to Your Account will be held in an
account by IX-ONE.COM , which will not accrue or pay interest
for Your benefit. To the extent interest may accrue, if any, You
understand and agree that IX-ONE.COM shall be entitled to
receive and keep any such amounts to cover costs associated with
the Prepaid Services. You
acknowledge that all transactions using Prepaid Services will be
conducted in U.S. Dollars and that it is Your responsibility to
arrange for foreign currency translations prior to funding Your
Account. Wire transfers received by IX-ONE.COM in foreign
currencies will be returned and You will be responsible for the
cost of returning such funds. Your Account must be funded on an
initial basis with no less than one hundred dollars ($100.00),
paid in U.S. funds. You agree that You will be responsible for
all wire transfer fees, both incoming and outgoing, associated
with Your Account. Any non-U.S. wire transfers may be subject to
fees by either Your bank, intermediary banks or IX-ONE.COM ’s
bank, which may reduce the amount of the money received by
IX-ONE.COM ’s bank and subsequently funded into Your Prepaid
Good as Gold Account. Customers funding a Good as Gold Account
who wire $1,000 or more shall not be subject to a $20 wire
transfer processing fee from IX-ONE.COM . You hereby expressly
give IX-ONE.COM permission to reduce Your Account by the amount
of wire transfer fees IX-ONE.COM incurs in order to receive Your
funds. All fees are subject to change and will be updated online
in this Agreement. Prepaid Services
Accounts will receive a 2% discount on purchases (the "Cash
Discount"). The Cash Discount will be reflected in Your Account
balance. Thus, purchases will reduce the balance of Your Account
by 98% of the total purchase price of each transaction. For
example, if Your Account is funded with an initial amount of
$100.00 and You make a $10.00 purchase, Your Account will be
reduced by only $9.80. IX-ONE.COM reserves the right to
discontinue or change the Cash Discount at any time, without
notice. Your Use of Prepaid
Services Use of funds in Your
Account can only be made through the IX-ONE.COM purchase process
at IX-ONE.COM ’s Web site. Purchases may not be made unless
there are sufficient, available funds in Your Account at the
time of purchase to cover the entire purchase amount, including
any related fees as set forth herein or in other relevant
agreements. Additional funds may be
added to Your Account at any time. The minimum increment for
funds transfers is one hundred dollars ($100.00).
You will be able to access Your Account activity and records
from the Manage Your Account link on IX-ONE.COM ’s Web site.
Your Account will show purchases and the amount of funds
remaining in Your Account. IX-ONE.COM reserves the right at all
times to disclose any information about Your Account as
IX-ONE.COM deems necessary to satisfy any applicable law,
regulation, legal process or governmental request, or to edit,
refuse to post or to remove any information or materials, in
whole or in part from Your Account, in the sole discretion of
IX-ONE.COM . Specific
Representations and Warranties You
agree that IX-ONE.COM makes no representations or warranties of
any kind in connection with Prepaid Services. IX-ONE.COM
expressly reserves the right to deny, cancel or transfer any
Account that it deems necessary, in its discretion, to protect
the integrity and stability of the Prepaid Services system, to
comply with any applicable laws, government rules or
requirements, requests of law enforcement, in compliance with
any dispute resolution process, or to avoid any liability, civil
or criminal, on the part of IX-ONE.COM , as well as its
affiliates, subsidiaries, officers, directors and employees.
IX-ONE.COM also reserves the right to freeze an Account during
resolution of a dispute. |
B. Payment By Check
|
By using IX-ONE.COM ’s pay by check
option (“Pay By Check”), You can purchase IX-ONE.COM Software
and Services using a personal check. In consideration for the
Software and Services purchased by You and provided to You by
IX-ONE.COM , You agree to allow Certegy Check Services, Inc.
("Certegy") to debit the full amount of this transaction from
Your checking account, which is non-refundable. Certegy will
create an electronic funds transfer (EFT) or bank draft which
will be presented to Your bank or financial institution for
payment from Your checking account. The checking account must be
at a financial institution in the United States, and the check
must be payable in U.S. dollars. It is Your
responsibility to keep Your checking account current, and to
have available funds in it. You agree that Certegy and
IX-ONE.COM will not be responsible for payments that fail to go
through as a result of Your checking account no longer existing,
or holding insufficient funds. If for any reason Certegy is
unable to withdraw the full amount owed for the Services
provided, You agree that Certegy and IX-ONE.COM may pursue all
available remedies in order to obtain payment. You agree that if
the EFT or bank draft is returned unpaid, You will pay a service
charge of $25.00 or the maximum amount allowed by law, which may
be debited from Your account using an EFT or bank draft.
The check may not be for less than the full amount required at
that time. Personal checks under $1,000 are subject to the same
processing fees as wire transfers. All personal checks may be
delayed up to fourteen (14) days until the money is credited,
which may delay Your usage of the Software or Services.
By clicking the box labeled “I agree” to the terms of the Pay by
Check terms, You authorize the information provided to be used
for the creation of an electronic funds transfer (EFT) or bank
draft, and You authorize a debit of THE FULL AMOUNT of this
order from Your checking account. |
C. Pay by PayPal
|
By using IX-ONE.COM ’s pay by PayPal,
Inc. (“PayPal”) option (“Pay by PayPal”), You can purchase
IX-ONE.COM Software and Services using PayPal. In consideration
for the Software and Services purchased by You and provided to
You by IX-ONE.COM, You agree to allow PayPal to debit the full
amount of this transaction from Your PayPal account balance or
the Preferred Funding Source You established with PayPal, which
is non-refundable. It is Your responsibility to keep
Your PayPal Account current, to have available funds in it and
to have Your PayPal Account backed by a valid credit card. You
agree that PayPal and IX-ONE.COM will not be responsible for
payments that fail to go through as a result of Your Funding
Source no longer existing, or holding insufficient funds. If for
any reason PayPal is unable to withdraw the full amount owed for
the Services provided, You agree that PayPal and IX-ONE.COM may
pursue all available remedies in order to obtain payment. You
agree that if the transaction is returned unpaid, You will pay a
service charge of $25.00 or the maximum amount allowed by law,
which may be debited from Your account by PayPal or charged to
Your Preferred Funding Source. By clicking the box
labeled “I agree” to the terms of the Pay by PayPal terms, You
authorize the information provided to be used for the creation
of an electronic funds transfer (EFT), and You authorize a debit
of THE FULL AMOUNT of Your order from Your PayPal Account or
Preferred Funding Source. |
10. REPRESENTATIONS AND WARRANTIES.
|
You, or the individuals who
electronically execute this Agreement on behalf of You hereby
represent and warrant that they have the right, power, legal
capacity and appropriate authority to enter into this Agreement,
and that they own and have not transferred to any other person
or entity any of the rights, claims or interests that are the
subject of this Agreement. You represent and warrant that You
are 18 years of age or older, or that You have an agent
authorized by law to represent You who is 18 years of age or
older who is entering into this Agreement on Your behalf. You
warrant that each action You make is being done so in good faith
and that You have no knowledge of it infringing upon or
conflicting with the legal rights of a third party or a third
party's trademark or trade name. |
11. LIMITATION OF LIABILITY .
|
IN NO EVENT SHALL
IX-ONE.COM BE LIABLE TO YOU OR ANY
OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL,
SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFIT
OR GOODWILL, FOR ANY MATTER, WHETHER SUCH LIABILITY IS ASSERTED
ON THE BASIS OF CONTRACT, TORT (INCLDUDING NEGLIGENCE), BREACH
OF WARRANTIES, EITHER EXPRESS OR IMPLIED, ANY BREACH OF THIS
AGREEMENT OR ITS INCORPORATED AGREEMENTS AND POLICIES YOUR
INABILITY TO USE THE SOFTWARE OR SERVICES, YOUR LOSS OF DATA OR
FILES OR OTHERWISE, EVEN IF IX-ONE.COM HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES.
Some states may not allow such a broad exclusion or limitation
on liability for damages as contained herein. In such states,
IX-ONE.COM ’s liability is limited to the full extent permitted
by law. You agree that in no event shall IX-ONE.COM ’s maximum
aggregate liability exceed the total amount paid by You for the
particular Software or Service in dispute purchased from
IX-ONE.COM . |
12. DISCLAIMER OF WARRANTIES .
|
IX-ONE.COM expressly disclaims
all warranties of any kind, whether express or implied,
including, but not limited to, the implied warranties of
merchantability, fitness for a particular purpose and
non-infringement. Services are provided on an "As Is" and "As
Available" basis. IX-ONE.COM makes no warranty that its services
will meet your requirements, or that the services will be
uninterrupted, timely, secure, or error free, or that defects
will be corrected. IX-ONE.COM does not warrant, nor make any
representations regarding the use, or results of, any of the
services it provides, in terms of their correctness, accuracy,
reliability, or otherwise. Some jurisdictions
do not allow the disclaimer of implied warranties, in which
event that foregoing disclaimer may not apply to You. |
13. INDEMNIFICATION.
|
You agree to defend, indemnify and
hold harmless IX-ONE.COM and its contractors, agents, employees,
officers, directors, shareholders, and affiliates from any loss,
liability, damages or expense, including reasonable attorneys'
fees, resulting from any third party claim, action, proceeding
or demand related to Your (including Your agents affiliates, or
anyone using Your account, software or services with IX-ONE.COM
whether or not on Your behalf, and whether or not with Your
permission) use of the Software or Services You purchased from
IX-ONE.COM or Your breach of this Agreement or incorporated
agreements and policies. In addition, You agree to indemnify and
hold IX-ONE.COM harmless from any loss, liability, damages or
expense, including reasonable attorneys' fees, arising out of
any breach of any representation or warranty provided herein,
any negligence or willful misconduct by You, or any allegation
that Your account infringes a third person's copyright,
trademark or proprietary or intellectual property right, or
misappropriates a third person's trade secrets. This
indemnification is in addition to any indemnification required
of You elsewhere. Should IX-ONE.COM be notified of a pending law
suit, or receive notice of the filing of a law suit, IX-ONE.COM
may seek a written confirmation from You concerning Your
obligation to indemnify IX-ONE.COM . Your failure to provide
such a confirmation may be considered a breach of this
agreement. You agree that IX-ONE.COM shall have the right to
participate in the defense of any such claim through counsel of
its own choosing. You agree to notify IX-ONE.COM of any such
claim promptly in writing and to allow IX-ONE.COM to control the
proceedings. You agree to cooperate fully with IX-ONE.COM during
such proceedings. You agree to cooperate fully
with IX-ONE.COM during such proceedings. You agree You will not
be entitled to a refund of any fees paid to IX-ONE.COM if, for
any reason, IX-ONE.COM takes corrective action with respect to
Your improper or illegal use of its services. You also agree
that if IX-ONE.COM is notified that a complaint has been filed
with a governmental, administrative or judicial body, regarding
a Traffic Facts account of Yours with IX-ONE.COM , that
IX-ONE.COM , in its sole discretion, may take whatever action
IX-ONE.COM deems necessary regarding further modification,
assignment of and/or control of your account to comply with the
actions or requirements of the governmental, administrative or
judicial body until such time as the dispute is settled. |
14. GOVERNING LAW, VENUE; WAIVER OF TRIAL BY JURY.
|
This agreement shall be deemed
entered into in the State of Arizona. You agree that the laws
and judicial decisions of Maricopa County, Arizona, shall be
used to determine the validity, construction, interpretation and
legal effect of this Agreement. You agree that any action
relating to or arising out of this Agreement shall be brought in
the courts of Maricopa County, Arizona. You agree to submit to
jurisdiction and venue in the U.S. District Court for the
District of Arizona located in Phoenix, Arizona.
You agree to waive the right to trial by jury in any proceeding
that takes place relating to or arising out of this Agreement. |
15. NOTICES.
|
You agree that all notices (except for
notices concerning breach of this Agreement) from IX-ONE.COM to
You may be posted on our Web site. Notices concerning breach
will be sent either to the email or postal address You have on
file with IX-ONE.COM. In either case, delivery shall be deemed
to have been made five (5) days after the date sent.
Notices from You to IX-ONE.COM shall be made either by email,
sent to the address provided on the IX-ONE.COM Web site, or
first class mail to IX-ONE.COM ’s address at:
IX-ONE.COM, Attn: Legal Counsel, 14455 North Hayden Rd., Suite
219, Scottsdale, AZ, 85260. |
16. HEADINGS.
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The headings in the Agreement are
descriptive only and in the event of a conflict between a
heading and the underlying terms of this Agreement, the terms of
this Agreement shall control. |
17. ENTIRE AGREEMENT.
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You agree that this Agreement
including the policies and agreements it refers to (i.e. our
Dispute Resolution Policy, etc.) constitute the complete and
only Agreement between You and IX-ONE.COM regarding the Services
contemplated herein. |
18. SEVERABILITY.
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You agree that the terms of this
Agreement are severable. If any part of this Agreement is
determined to be unenforceable or invalid, that part of the
agreement will be interpreted in accordance with applicable law
as closely as possible, in line with the original intention of
both parties to the Agreement. The remaining terms and
conditions of the Agreement will remain in full force and
effect. |
19. WAIVER.
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The failure of IX-ONE.COM to enforce any
of the provisions within this Agreement or its incorporated
agreements and policies against You or others shall not be
construed to be a waiver of the right of IX-ONE.COM thereafter
to enforce such provisions. |
20. FORCE MAJEURE.
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IX-ONE.COM will make every effort to
keep its Web site and Services operational. However, certain
technical difficulties and other factors outside of its control
may, from time to time, result in temporary service
interruptions. You agree not to hold IX-ONE.COM liable for any
of the consequences of such interruptions. |
21. SURVIVAL.
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Sections 1, 7, 10, 12, 13, 14, 15,
16, 17, 18, 19, 20, 21 and 22 shall survive any termination or
cancellation of this Agreement. |
22. NO THIRD PARTY BENEFICIARIES.
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Nothing in this Agreement, express or
implied, is intended to confer upon any third party any rights,
remedies, obligations, or liabilities under or by reason of this
Agreement, except as expressly provided in this Agreement. |
B. SOFTWARE AND SERVICES SPECIFIC AGREEMENTS
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If You purchase Services from
IX-ONE.COM, the following Software and Services specific
agreements shall apply and are incorporated within this
Agreement in addition to Sections 1-21:
E-mail
Email Services User Agreement
WebMail End User License Agreement
Web Site Creation
Website Tonight ® End User License Agreement
Other Software and Services
Express Email Marketing End User License Agreement
Online File Folder End User License Agreement
Traffic Blazer® End User License Agreement
Traffic Facts Service Agreement
Resellers
Super Reseller Turnkey Agreement
Policies
Anti-Spam Policy
Civil Subpoena Policy
Privacy Policy
Permissions Policy
Criminal Subpoena Policy |
Revised: 3/12/2008
Copyright © 2005 - 2008 All Rights
Reserved.
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