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Effective: January 1, 2016
1.
Acceptance
of Terms.
1.
This Terms
of Service document, INCLUDING THE BINDING ARBITRATION
PROVISION CONTAINED IN SECTION 10 (the “TOS”), is an
agreement you must accept in order to use InfoCentre’s Service
(as defined below). It is applicable to (a) “Owners” --
this includes Primary Owners who initially set up the Service
and other Owners that are granted ownership privileges by the
Primary Owner; (b) Administrators – those who manage and run a
organization (“Administrators”) (Owners and
Administrators, collectively “Administrative Users”), and
to c) Users who are invited to join an existing organization
that has already been created in the Service by an Administrator
(“Users”). The terms “you” and “users”
encompass all users, including both Administrative Users and
Users. This document describes both your rights and your
obligations as part of using the Service. It is important that
you read it carefully because you will be legally bound to these
terms. InfoCentre, LLC. (“InfoCentre” “we” “us”)
only provides its Service (as defined below) to you subject to
this TOS. By accepting this TOS or by accessing or using the
Service, you agree to be bound by this TOS (including the
Privacy Policy, which is incorporated here by reference).
2.
If you are
entering into this TOS on behalf of a company or other legal
entity, you represent that you have the authority to bind such
entity, its Users, its Administrative Users, and its affiliates
to this TOS. In that case, the terms “you” or “your” shall also
refer to such entity, its Users, its Administrative Users, and
its affiliates, as applicable. If you do not have such
authority, or if you do not agree with this TOS, you may not use
the Service. You acknowledge that this TOS is a contract between
you and InfoCentre, even though it is electronic and is not
physically signed by you and InfoCentre, and it governs your use
of the Service.
3.
If you are
accessing the Service in your capacity as a United States
government entity, there are special US Government Terms that
may apply to you.
4.
As our
business evolves, InfoCentre may change this TOS. If we make a
material change to the TOS, we will provide you with reasonable
notice prior to the changes either by emailing the email address
associated with your account or by posting a notice on the Site.
You can review the most current version of the TOS at any time
by visiting this page. The revised terms and conditions will
become effective on the date set forth in our notice, and if you
use the Service after that date, your use will constitute
acceptance of the revised terms and conditions. If any change to
this TOS is not acceptable to you, your only remedy is to cancel
your account and stop using the Services, which you may do by clicking here or otherwise through the process provided in the Service.
5.
As part of
the registration process, you will identify an Owner’s user name
(in the form of an email address) and password for your account.
You may use these credentials to invite individuals to become
Administrative Users and Users (each with their own password)
under your account. The total number of users is not limited,
however your organization agrees to pay InfoCentre Ten Dollars
($10.00) per month, per user, with the credit/debit card on file
in your organizational Profile in the System. You are
responsible for maintaining the confidentiality of your login,
password, and account and for all activities that occur under
your login or account, including the activities of Users.
6.
All users
should be aware that your Administrative Users may have certain
rights to access your account and may obtain related information
in connection with the Services. The Administrators also set
policies regarding your use of various aspects of the Services,
including retention settings and the ability to preserve and
export all communications in the account. As these rights may
vary depending on the account, please see our Support page for
general information about account classifications, and refer to
your Administrator if you have questions regarding your
particular account such as your account settings. Please also
see the Privacy
Policy for more information on these
topics. Administrators are solely responsible for informing
Users of the applicable company policies, obtaining any legally
required member consent to such policies, and for ensuring that
all uses of the Services comply with applicable federal, state
and/or international privacy laws, including but not limited to,
the Electronic Communications Privacy Act, 18 U.S.C. § 2510 et
seq.
7.
By accessing
or using the Services, you affirm that you are at least 18 years
of age (or have reached the age of majority if that is not 18
years of age where you live). You represent that you are fully
able and competent to enter into and comply with the terms and
conditions in this TOS. The Service is not directed to children
under 13, so if you are under 13 years of age, you are not
permitted to access or use the Services. If we become aware that
you are using the Service even though you are under 13, we will
deactivate your account.
8.
If you are a
school or teacher in the United States and want your students,
who are over 13, to use the Service, including in conjunction
with the establishment of a Service account for the school or a
group of students at the school, you are responsible for
complying with the U.S. Family Educational Rights and Privacy
Act (“FERPA”). This means you must notify those students’
parents/guardians of the personally identifiable information you
will collect and share with InfoCentre and obtain
parental/guardian consent before your students establish
accounts or use the Service. When obtaining such consent, you
should provide parents/guardians with a copy of our Privacy
Policy. You must keep all consents on file and provide them to
us if we request them. If you are located outside of the United
States, we will rely upon you to obtain any required consent or
approval from the parent or guardian of any student covered by
similar laws and, as a condition to your and your students’ use
of the Service, you will comply with such laws.
2.
Description
of Service.
The “Service(s)” means (a) InfoCentre’s real-time
Customer Relationship Management, communication, messaging,
archiving and search services and related systems and
technologies, as well as the website
http://www.InfoCenter.com (the “Site”), and (b) all
software (including the Software, as defined below),
applications, data, reports, text, images, and other content
made available by or on behalf of InfoCentre through any of the
foregoing. The “Service” does not include Your Data (as defined
below) or any software application or service that is provided
by you or a third party, which you use in connection with the
Service, whether or not InfoCentre designates them as “official
integrations” (each a “Non-InfoCentre Product”). Any
modifications and new features added to the Service are also
subject to this TOS. InfoCentre reserves the right to modify or
discontinue the Service (or any Service plan) or any feature or
functionality thereof at any time without notice to you. All
rights, title and interest in and to the Service and its
components (including all intellectual property rights) will
remain with and belong exclusively to InfoCentre.
3.
Access
and Use of the Service.
1.
You may
access and use the Service only for lawful, authorized purposes
and you shall not misuse the Service in any manner (as
determined by InfoCentre, LLC in its sole discretion). See
Section 6 for specific provisions outlining prohibited uses of
the Service. Administrative Users shall be responsible for all
actions by Users on their organization. You shall comply with
any codes of conduct, policies, storage limitations, or other
notices InfoCentre, LLC provides you or publishes in connection
with the Service from time to time, but if any of those policies
materially change the TOS, we will provide you with reasonable
notice as provided in Section 1.4 above. You shall promptly
notify InfoCentre if you learn of a security breach related to
the Service.
2.
Any software
that may be made available by or on behalf of InfoCentre in
connection with the Service, including InfoCentre’s mobile and
desktop applications, (“Software”) contains proprietary and
confidential information that is protected by applicable
intellectual property and other laws. Subject to the terms and
conditions of this TOS, InfoCentre only grants you a personal,
non-sub-licensable and non-exclusive license to use the object
code of any Software solely in connection with the Service. Any
rights not expressly granted herein are reserved.
3.
InfoCentre
reserves the right to use your name as a reference for marketing
or promotional purposes on the Site and in other communication
with existing or potential InfoCentre customers. For example, we
might list your company on one of our webpages under lists of
InfoCentre customers. We don’t want to list customers who don’t
want to be listed, so you may send an email
eMail stating
that you do not wish to be used as a reference.
4.
Your Data
Rights and Related Responsibilities.
1.
"Your Data"
means any data and content you upload, post, transmit or
otherwise made available via the Services (which may include
data you elect to import from Non-InfoCentre Products you use).
"Your Data" includes account records, contact records,
messages you send, files you upload, comments, notes, profile
information and anything else you enter or upload into the
Service. InfoCentre will make commercially reasonable efforts to
ensure that all facilities used to store and process Your Data
meet a high standard for security. For more information on our
current practices and policies regarding data privacy, security
and confidentiality, please see https://www.InfoCenter.biz/security.htm; we keep that document updated as
these practices and policies evolve over time.
2.
In order for
us to provide the Service to you, we require that you grant us
certain rights with respect to Your Data. For example, we need
to be able to transmit, store and copy Your Data in order to
display it to you and your organization’s users, to index it so
you are able to search it, to make backups to prevent data loss,
and so on. Your acceptance of this TOS gives us the permission
to do so and grants us any such rights necessary to provide the
service to you, only for the purpose of providing the service
(and for no other purpose). This permission includes allowing us
to use third-party service providers (such as Microsoft Azure
Cloud Services) in the operation and administration of the
Service and the rights granted to us are extended to these third
parties to the degree necessary in order for the Service to be
provided.
3.
If any users
send us any feedback or suggestions regarding the Service, you
grant InfoCentre an unlimited, irrevocable, perpetual, free
license to use any such feedback or suggestions for any purpose
without any obligation to you.
4.
You are
solely responsible for your conduct (including by and between
all users), the content of Your Data, and all communications
with others while using the Services. We may choose to review
Public Content (as defined below) for compliance with our
policies and guidelines, but you acknowledge that InfoCentre has
no obligation to monitor any information on the Services.
However, InfoCentre may remove or disable any Public Content at
any time for any reason or for no reason at all. For example, if
you upload files that do not belong to you and make these files
available publicly, we can delete those files. We are not
responsible for the accuracy, appropriateness, or legality of
Your Data or any other information you and your users may be
able to access using the Services. The Services provide features
that allow you and your users to share Your Data and other
materials with others or to make it public. Please consider
carefully what you allow to be shared or made public.
5.
Payment.
1.
To the
extent you use a Service plan that is made available for a fee,
you will be required to select a payment plan and provide
accurate information regarding your credit card or other payment
instrument. You will promptly update your account information
with any changes in your payment information. You agree to pay
InfoCentre in accordance with the terms set forth on the Site
(currently,
http://www/InfoCenter.biz/support.htm and related pages) and
this TOS, and you authorize InfoCentre or its third-party
payment processors to bill your payment instrument in advance on
a periodic basis in accordance with such terms.
2.
If you
dispute any charges you must let InfoCentre know within sixty
(60) days after the date that InfoCentre invoices you. All
amounts paid are non-refundable and we reserve the right to
change our prices in the future. If we increase our prices for
your Service plan, we will provide notice of the change on the
Site and in email to you at least 30 days before the change is
to take effect. Your continued use of the Service after the
price change goes into effect constitutes your agreement to pay
the changed amount. InfoCentre may choose to bill you through an
invoice, in which case, full payment for invoices issued must be
received by the date specified in the invoice. Past due fees are
subject to a finance charge of 2% per month on any outstanding
balance, or the maximum permitted by law, whichever is lower,
plus all expenses of collection. You shall be responsible for
all taxes associated with Services other than U.S. taxes based
on InfoCentre’s net income.
3.
You agree
that InfoCentre, LLC reserves the right to cancel terminate your
access to the system if you do not pay for the services.
6.
Representations
and Warranties.
You represent and warrant to InfoCentre that (i) you have full
power and authority to enter into this TOS; (ii) you own all
Your Data or have obtained all permissions, releases, rights or
licenses required to engage in your activities (and allow
InfoCentre to perform its obligations) in connection with the
Services without obtaining any further releases or consents; and
(iii) Your Data and your other activities in connection with the
Service, and InfoCentre’s exercise of all rights and license
granted by you herein, do not and will not violate, infringe, or
misappropriate any third party’s copyright, trademark, right of
privacy or publicity, or other personal or proprietary right,
nor does Your Data contain any matter that is defamatory,
obscene, unlawful, threatening, abusive, tortious, offensive or
harassing.
You also agree not to:
a.
upload, post,
transmit, or otherwise make available any of Your Data that is
unlawful, harmful, threatening, abusive, harassing, tortious,
defamatory, vulgar, obscene, libelous, invasive of another's
privacy, hateful, or racially, ethnically, or otherwise
objectionable;
b.
use the
Service to harm minors in any way;
c.
impersonate
any person or entity, including, but not limited to, a
InfoCentre employee, Administrator, Owner, or other Member, or
falsely state or otherwise misrepresent your affiliation with a
person or entity;
d.
manipulate
identifiers in order to disguise the origin of any of Your Data;
e.
upload, post,
transmit, or otherwise make available any of Your Data that you
do not have a right to make available under any law or under
contractual or fiduciary relationships (such as inside
information, proprietary and confidential information learned or
disclosed as part of employment relationships or under
nondisclosure agreements);
f.
upload, post,
transmit or otherwise make available any of Your Data in a
manner that infringes any patent, trademark, trade secret,
copyright or other proprietary rights of any party;
g.
sublicense,
resell, rent, lease, transfer or assign (except as permitted in
Section 16) the Service or its use, or offer the Service on a
time share basis to any third party;
h.
use the
Service to upload, post, transmit, or otherwise make available
any unsolicited or unauthorized advertising, promotional
materials, "junk mail," "spam," "chain letters," "pyramid
schemes," or any other form of solicitation;
i.
use the
Service to upload, post, transmit, or otherwise make available
any software viruses or any other computer code, files or
programs designed to interrupt, destroy or limit the
functionality of any computer software or hardware;
j.
disrupt the
normal flow of dialogue, or otherwise act in a manner that
negatively affects other users' ability to engage in real time
exchanges using the Service;
k.
interfere
with or disrupt the Service or servers or networks connected to
the Service, or disobey any requirements, procedures, policies
or regulations of networks connected to the Service, including
using any device or software;
l.
modify,
adapt, or hack the Service, including by using any non-public
InfoCentre APIs, or otherwise attempt to gain unauthorized
access to the Service or its related systems or networks.
m.
intentionally
or unintentionally violate any applicable local, state, national
or international law in connection with your use of the Service,
including, but not limited to, any data, privacy, or export
control laws, or regulations promulgated by the U.S. Securities
and Exchange Commission, any rules of any national or other
securities exchange, including, without limitation, the New York
Stock Exchange, the American Stock Exchange, or the NASDAQ, and
any regulations having the force of law;
n.
use the
Service to provide material support or resources (or to conceal
or disguise the nature, location, source, or ownership of
material support or resources) to any organization(s) designated
by the United States government as a foreign terrorist
organization pursuant to section 219 of the Immigration and
Nationality Act;
o.
use the
Service to "stalk" or otherwise harass another; and/or
p.
collect or
store personal data about other users in connection with any of
the prohibited conduct and activities set forth above.
You acknowledge that InfoCentre and its designees shall have the
right (but not the obligation) in their sole discretion to
pre-screen, refuse, or remove any of Your Data that is available
via the Service. For example, we may choose to review publically
visible content (“Public Content”) posted. If, for
instance, you upload files that do not belong to you and make
these files available publicly, we can delete those files. We
may also review Your Data transmitted through non-public
mechanisms (such as private channels within the Service) where
we deem appropriate, including for violations of this TOS or in
response to a user complaint. Without limiting the foregoing,
InfoCentre and its designees shall have the right (but not the
obligation) to remove any of Your Data that violates the TOS or
is otherwise objectionable. You must evaluate, and bear all
risks associated with, the use of Your Data, including any
reliance on the accuracy, completeness, or usefulness of Your
Data.
You acknowledge, consent and agree that InfoCentre may access,
preserve and disclose your account information and Your Data if
required to do so by law or in a good faith belief that such
access preservation or disclosure is reasonably necessary to:
(i) comply with legal process; (ii) enforce the TOS; (iii)
respond to claims that any of Your Data violates the rights of
third parties; (iv) respond to your requests for customer
service; or (v) protect the rights, property or personal safety
of InfoCentre, its users and the public.
7.
Term;
Termination.
0.
This TOS
will continue in full effect unless and until your account or
this TOS is terminated as described herein. Service plans that
are paid monthly will automatically renew for additional months,
and Service plans that are paid annually will automatically
renew for additional years. You have the right to deactivate
your account at any time by using the account deactivation
interface provided on your Organizational Profile screen. Only
Primary Owners have the ability to deactivate and delete
organization accounts.
1.
We reserve
the right to deactivate and delete your account (or the access
privileges of any Member) and terminate this TOS at any time for
any reason, or no reason, with or without notice. Without
limiting the foregoing, InfoCentre may, in its sole discretion,
publish policies whereby we delete your account for prolonged
inactivity. Upon any termination of this TOS, we will have no
obligation to maintain or provide Your Data. If your
organization’s account is deleted, we will delete or destroy all
copies of Your Data in our possession or control, in a
reasonably expedient way, unless legally prohibited.
2.
Please see
our Privacy Policy at http//www.InfoCentre.biz/privacy.htm for more information about
the choices you have regarding Your Data.
3.
All accrued
rights to payment and the terms of Section 5 and Sections 8
through 20 shall survive termination of this TOS.
8.
Disclaimer
of Warranties.
0.
The Services
may be temporarily unavailable for scheduled maintenance or for
unscheduled emergency maintenance, or because of other causes
beyond our reasonable control, but InfoCentre shall use
reasonable efforts to provide advance notice of any material
scheduled service disruption. Further, you understand that Your
Data may be transmitted or handled in an unencrypted manner if
you choose to use unencrypted gateways to connect to the
Service. Additionally, while InfoCentre takes steps to ensure
that information provided to its third party vendors and hosting
partners is transmitted using reasonable security measures, it
does not guarantee that these transmissions will be encrypted.
Accordingly, you acknowledge that you bear sole responsibility
for adequate security, protection and backup of Your Data.
InfoCentre will have no liability to you for any unauthorized
access or use of any of Your Data, or any corruption, deletion,
destruction or loss of any of Your Data.
1.
THE SERVICE
AND ALL RELATED COMPONENTS AND INFORMATION ARE PROVIDED ON AN
“AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY
KIND, AND INFOCENTRE, LLC EXPRESSLY DISCLAIMS ANY AND ALL
WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE,
FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOU
ACKNOWLEDGE THAT INFOCENTRE, LLC DOES NOT WARRANT THAT THE
SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR
VIRUS-FREE, NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT
MAY BE OBTAINED FROM USE OF THE SERVICES, AND NO INFORMATION,
ADVICE OR SERVICES OBTAINED BY YOU FROM INFOCENTRE, LLC OR
THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY
STATED IN THIS TOS.
9.
Limitation
of Liability.
0.
UNDER NO
CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT,
TORT, OR OTHERWISE) SHALL INFOCENTRE BE LIABLE TO YOU OR ANY
THIRD PARTY FOR (A) ANY INDIRECT, INCIDENTAL, SPECIAL,
EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING LOST
PROFITS, LOST SALES OR BUSINESS, LOST DATA, OR (B) FOR ANY
AMOUNT IN THE AGGREGATE IN EXCESS OF THE FEES ACTUALLY PAID BY
YOU IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO
YOUR CLAIM OR, IF NO FEES APPLY, ONE HUNDRED ($100) U.S.
DOLLARS, OR (C) ANY MATTER BEYOND OUR REASONABLE CONTROL. THE
PROVISIONS OF THIS SECTION ALLOCATE THE RISKS UNDER THIS TOS
BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THESE
LIMITATIONS IN DETERMINING WHETHER TO ENTER INTO THIS TOS.
1.
Some
jurisdictions do not allow the exclusion of implied warranties
or limitation of liability for incidental or consequential
damages, which means that some of the above limitations may not
apply to you. IN THESE JURISDICTIONS, INFOCENTRE’S LIABILITY
WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
10.
Dispute
Resolution/Arbitration.
PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT
YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN
COURT AND TO HAVE A JURY HEAR YOUR CLAIMS. In
order to expedite and control the cost of disputes, you and we
agree that any legal or equitable claim arising out of or
relating in any way to your use of the Services or these TOS,
and the formation, validity, enforceability, scope, or
applicability of this TOS, including this Section 10 (referred
to as a “Claim”) will be resolved as follows:
0.
Informal
Resolution. We will first try to resolve any Claim
informally. Accordingly, neither of us may start a formal
proceeding (except for Claims described in Section 10.4 below)
for at least 30 days after one of us notifies the other of a
Claim in writing. Notice of the Claim will include a brief
written statement that sets forth the name, address, and contact
information of the party giving it, the facts giving rise to the
dispute, claim, or controversy and the relief requested. You
will send your notice by
eMail AND to the address listed directly
below. For Administrative Users, we will send our notice to the
email AND U.S. mailing address associated with your account. For
Users, we will send your notice by email to the email address
associated with your Member account.
InfoCentre LLC
2598 West Pebble Creek Drive
Traverse Mountain, UT 84043-4768
1.
Formal
Resolution. Except as provided in Section 10.4, if we cannot
resolve a Claim informally, any Claim either of us asserts will
be resolved only by binding arbitration and not in courts of
general jurisdiction. The arbitration will be conducted
under the rules of JAMS that are in effect at the time the
arbitration is initiated (referred to as the “JAMS Rules”)
and under the rules set forth in this TOS. If there is a
conflict between JAMS Rules and the rules set forth in this TOS,
the rules set forth in this TOS will govern. ARBITRATION
MEANS THAT YOU WAIVE YOUR RIGHT TO A JURY TRIAL. You may, in
arbitration, seek any and all remedies otherwise available to
you pursuant to your state’s law.
(a) Human Users. If you are an individual user and you decide to
initiate arbitration on your own behalf as a living person, we
agree to reimburse your arbitration initiation fee, and any
additional deposit required by JAMS to initiate your
arbitration. We also agree to pay the costs of the arbitration
proceeding. Other fees, such as attorney’s fees and expenses of
travel to the arbitration, will be paid in accordance with JAMS
Rules. The arbitration will be held at a location in your
hometown area unless you and we both agree to another location
or telephonic arbitration. To start an arbitration, you or we
must do the following things:
(1) Write a Demand for Arbitration. The demand must include a
description of the Claim and the amount of damages sought to be
recovered. You can find a copy of a Demand for Arbitration at
www.jamsadr.com.
(2) Send three copies of the Demand for Arbitration, plus the
appropriate filing fee, to:
JAMS
500 North State College Blvd., Suite 600
Orange, CA 92868
1-800-352-5267
(3) Send one copy of the demand for arbitration to us at the
U.S. mailing address noted above.
(b) Legal Entities. If you decide to initiate arbitration on
behalf of the company or legal entity you represent, you will be
required to pay the arbitration initiation fee as well as any
additional deposit required by JAMS to initiate your
arbitration. You also agree to pay the costs of the arbitration
proceeding. Other fees, such as attorney’s fees and expenses of
travel to the arbitration, will be paid in accordance with JAMS
Rules. The arbitration will be held at a location in your
hometown area unless you and we both agree to another location
or telephonic arbitration. To start an arbitration, you or we
must do the following things:
(1) Write a Demand for Arbitration. The demand must include a
description of the Claim and the amount of damages sought to be
recovered. You can find a copy of a Demand for Arbitration at
www.jamsadr.com
(2) Send three copies of the Demand for Arbitration, plus the
appropriate filing fee, to:
JAMS
500 North State College Blvd., Suite 600
Orange, CA 92868
1-800-352-5267
(3) Send one copy of the demand for arbitration to us at the
U.S. mailing address noted above.
2.
Special
Rules. In the arbitration proceeding, the arbitrator has no
authority to make errors of law, and any award may be challenged
if the arbitrator does so. Otherwise, the arbitrator’s decision
is final and binding on all parties and may be enforced in any
federal or state court that has jurisdiction. Neither you nor
we shall be entitled to join or consolidate claims in
arbitration by or against other individuals or entities, or
arbitrate any claim as a representative member of a class or in
a private attorney general capacity. Accordingly, you and we
agree that the JAMS Class Action Procedures do not apply to our
arbitration. A court may sever any portion of Section 10 that it
finds to be unenforceable, except for the prohibition on class,
representative and private attorney general arbitration.
3.
Exceptions. Notwithstanding
the foregoing, the notice and 30-day negotiation period required
by this paragraph shall not apply, however, to disputes, claims,
or controversies concerning patents, copyrights, moral rights,
trademarks, and trade secrets and claims of piracy or
unauthorized use of the Service, including disputes involving a
violation of the Communications Act of 1934, 47 U.S.C. § 605, or
the Digital Millennium Copyright Act, 17 U.S.C. § 1201, or the
Electronic Communications Privacy Act, 18 U.S.C. §§ 2510-2521,
or any other statement or law governing theft of service, may be
decided only by a court of competent jurisdiction. You may also
assert an individual action in small claims court in lieu of
arbitration.
4.
Member
Right to Opt Out. If you are a User, you have the right to
opt-out and not be bound by the binding arbitration requirement
by sending written notice of your decision to opt-out to
eMail AND by U.S. Mail to InfoCentre,
LLC., 2598 West Pebble Creek Drive, Traverse Mountain, UT
84043-4768. The notice must be sent within the later of 30 days
of January 1, 2016 or your first use of the Services, whichever
is later. If you opt-out of the binding arbitration requirement,
InfoCentre also will not be bound by the requirement.
Administrative Users may not opt-out of the binding arbitration
requirements.
5.
Changes
to this Section. InfoCentre will provide 30 days’ notice of
any changes to this section. Changes will become effective on
the 30th day, and will apply prospectively only to any claims
arising after the 30th day.
11.
STATUTE
OF LIMITATIONS. Regardless of any statute or law to the
contrary or the applicable dispute resolution process, an
informal complaint pertaining to any Claim or cause of action
arising out of or related to use of the Service or under the TOS
must be filed with InfoCentre within one (1) year after such
Claim or cause of action arose or be forever barred. For Claims
pursuant to the exceptions identified in Section 10.4, these
Claims must be filed with the appropriate court within three (3)
years after such claim or cause of action arose or be forever
barred.
12.
NOTICE
AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT OR INTELLECTUAL
PROPERTY INFRINGEMENT
We respect the intellectual property of others, and we ask our
users to do the same. We may, in appropriate circumstances and
at its discretion, disable and/or terminate the accounts of
users who may be repeat infringers. If you believe that your
work has been copied in a way that constitutes copyright
infringement, or your intellectual property rights have been
otherwise violated, please provide InfoCentre's Copyright Agent
the following information:
a. an electronic or physical signature of the person authorized
to act on behalf of the owner of the copyright or other
intellectual property interest;
b. a description of the copyrighted work or other intellectual
property that you claim has been infringed;
c. a description of where the material that you claim is
infringing is located on the site;
d. your address, telephone number, and email address;
e. a 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;
f. a statement by you, made under penalty of perjury, that the
above information in your notice is accurate and that you are
the copyright or intellectual property owner or authorized to
act on the copyright or intellectual property owner's behalf.
InfoCentre's Agent for Notice of claims of copyright or other
intellectual property infringement can be reached as follows:
By mail:
Copyright Agent
c/o InfoCentre
2598 West Pebble Creek Drive
Traverse Mountain, UT 84043-4768
By phone: 801-369-2225
eMail
13.
Indemnification.
You shall defend, indemnify, and hold harmless InfoCentre from
and against any claims, actions or demands, including without
limitation reasonable legal and accounting fees, arising or
resulting from your breach of this TOS, any of Your Data, or
your (and your Users’) use or misuse of the Service. InfoCentre
shall provide notice to you of any such claim, suit or demand.
InfoCentre reserves the right to conduct the exclusive defense
and control of any matter that is subject to indemnification
under this section. In such case, you agree to cooperate with
any reasonable requests assisting InfoCentre’s defense of such
matters.
14.
Enforceability.
If any provision of this TOS is found to be unenforceable or
invalid, that provision will be limited or eliminated to the
minimum extent necessary so that this TOS will otherwise remain
in full force and effect and enforceable.
15.
Integration,
Modification, and Authority.
This TOS is the complete and exclusive statement of the mutual
understanding of the parties and supersedes and cancels all
previous written and oral agreements, communications and other
understandings relating to the subject matter of this TOS. All
waivers and modifications to this TOS must be in a writing
signed by both parties that expressly by its terms modifies or
waives a provision of this TOS, except as otherwise provided
herein. No agency, partnership, joint venture, or employment is
created as a result of this TOS and you do not have any
authority of any kind to bind InfoCentre in any respect
whatsoever.
16.
Assignment.
You may not assign this TOS without the prior written consent of
InfoCentre, except, if you are a company or other legal entity,
you may assign this TOS in connection with a merger,
re-organization or acquisition of all or a substantial portion
of your assets by another company, but only upon 30-days prior
notice to InfoCentre. InfoCentre may assign or transfer this
TOS, in whole or in part, without restriction.
17.
Notices.
Except as otherwise set forth herein, all notices under this TOS
will be in writing and will be deemed to have been duly given
when received, if personally delivered; when receipt is
electronically confirmed, if transmitted by facsimile or email;
the day after it is sent, if sent for next day delivery by
recognized overnight delivery service; and upon receipt, if sent
by certified or registered mail, return receipt requested.
18.
Choice of
Law and Forum.
The TOS and the relationship between the parties shall be
governed by the laws of the State of Utah without regard to its
conflict of law.
19.
Waiver
and Severability of Terms.
The failure of InfoCentre to exercise or enforce any right or
provision of the TOS shall not constitute a waiver of such right
or provision.
20.
No Right
of Survivorship and Non-Transferability.
If you are a living person, you agree that your account is
non-transferable and your rights to the content within your
account terminate upon your death, however the content may be
thereafter be available and accessible by Administrative Users.
Your access and use of the InfoCenterCRM system acknowledges
your agreement with this entire Agreement.
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