IMToolSuite.com and subsidiaries
Terms & Conditions of Use
Universal Terms of Service for IMToolSuite.com and subsidiaries Services
This agreement ("Agreement") is by and between IMToolSuite.com and subsidiaries, (IMToolSuite.com and subsidiaries ), Nevada Corporation 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 IMToolSuite.com and subsidiaries services ("Services") and explains IMToolSuite.com and subsidiaries obligations to You and Your obligations to IMToolSuite.com and subsidiaries in relation to the Services You purchase.
This agreement as well as any additional IMToolSuite.com and subsidiaries policies, together with all modifications thereto, constitute the complete and exclusive agreement between You and IMToolSuite.com and subsidiaries concerning Your use of IMToolSuite.com and subsidiaries Services and Products, and supersede and govern all prior proposals, agreements, or other communications. 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 IMToolSuite.com and subsidiaries may establish from time to time, and any agreements that IMToolSuite.com and subsidiaries is currently bound by or will be bound by in the future.
1. FEES AND PAYMENT
As consideration for the Software, Product or Services purchased by You and provided to You by IMToolSuite.com and subsidiaries, You agree to pay IMToolSuite.com and subsidiaries 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. IMToolSuite.com and subsidiaries 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 through its preferred merchant card provider. Your Payment Method on file must be kept valid if You have any active products, services or software in Your account.
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 Service and will be billed out every 30 days after. If You signed up for a 90 day or annual (or longer) payment plan, you are automatically enrolled in the automatic renewal option, and IMToolSuite.com and subsidiaries will automatically renew Your Services when they come up for renewal and will take payment from the Payment Method You have on file with IMToolSuite.com and subsidiaries, at IMToolSuite.com and subsidiaries then current rates.
If for any reason IMToolSuite.com and subsidiaries is unable to charge Your Payment Method for the full amount owed IMToolSuite.com and subsidiaries for the Services provided, or if IMToolSuite.com and subsidiaries is charged a penalty for any fee it previously charged to Your Payment Method, You agree that IMToolSuite.com and subsidiaries may pursue all available remedies in order to obtain payment. If You pay by credit card and if for any reason IMToolSuite.com and subsidiaries is unable to charge Your credit card with the full amount of the Services provided, or if IMToolSuite.com and subsidiaries is charged back for any fee it previously charged to the credit card You provided, You agree that IMToolSuite.com and subsidiaries may pursue all available remedies in order to obtain payment. You agree that among the remedies IMToolSuite.com and subsidiaries may pursue in order to effect payment, shall include but will not be limited to, immediate cancellation without notice to You of any domain names or Services registered or renewed on Your behalf. IMToolSuite.com and subsidiaries reserves the right to charge a reasonable administrative fee for administrative tasks outside the scope of its regular Products, Software or Services, including additional costs that it may incur in providing the Products, Software or 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 other merchant providers, and disputes that require legal services. These charges will be billed to the Payment Method we have on file for You.
You agree that You are solely liable for arranging that Your Services are renewed, and that IMToolSuite.com and subsidiaries shall not be liable to You or any third party if it is unable to charge Your Payment Method in order to renew Your Products, Software or Services.
While all transactions are processed in US dollars, IMToolSuite.com and subsidiaries 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. IMToolSuite.com and subsidiaries makes no representations or warranties that the estimated 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 and the price paid and any subsequent refund. 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.
2. NO UNLAWFUL CONDUCT OR IMPROPER USE.
As a condition of Your use of IMToolSuite.com and subsidiaries 's Products or 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 IMToolSuite.com and subsidiaries if, for any reason, IMToolSuite.com and subsidiaries takes corrective action with respect to Your improper or illegal use of its Products or Services.
IMToolSuite.com and subsidiaries reserves the right at all times to disclose any information as IMToolSuite.com and subsidiaries 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 IMToolSuite.com and subsidiaries 's sole discretion.
If You have purchased Products or Services, IMToolSuite.com and subsidiaries has no obligation to monitor Your use of the Services. IMToolSuite.com and subsidiaries reserves the right to review Your use of these Products or Services and to cancel the Products or Services in its sole discretion. IMToolSuite.com and subsidiaries reserves the right to terminate Your access to the Products or Services at any time, without notice, for any reason whatsoever.
IMToolSuite.com and subsidiaries reserves the right to terminate access to Products or Services if Your usage of the Products or Services results in, or is the subject of, legal action or threatened legal action, against IMToolSuite.com and subsidiaries 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. IMToolSuite.com and subsidiaries 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, IMToolSuite.com and subsidiaries may also cancel Your use of the Products or Services, at any time, if You are using the Products or Services, as determined by IMToolSuite.com and subsidiaries in its sole discretion, in association with causing harm to platform, it's members 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 IMToolSuite.com and subsidiaries cancels Your Products or Services for any violations after You purchase the Services, You will NOT receive a refund of any fees paid to IMToolSuite.com and subsidiaries in connection with the Products or Services being canceled. In the event IMToolSuite.com and subsidiaries deletes Your Products or 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 IMToolSuite.com and subsidiaries if, for any reason, IMToolSuite.com and subsidiaries takes corrective action with respect to Your improper or illegal use of its Services.
3. NO SPAM; LIQUIDATED DAMAGES.
You agree IMToolSuite.com and subsidiaries 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 IMToolSuite.com and subsidiaries 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 IMToolSuite.com and subsidiaries actual damages.
4. INTELLECTUAL PROPERTY.
You agree that IMToolSuite.com and subsidiaries or its licensor holds all rights, title and interest in all Products, 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 Products, Services or Software.
You understand and agree that all content and materials contained in this Agreement, other policies, the IMToolSuite.com and subsidiaries 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 IMToolSuite.com and subsidiaries 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 IMToolSuite.com and subsidiaries 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.
5. USE OF IMToolSuite.com and subsidiaries SOFTWARE.
If You have licensed software or subscribed to any of our (SAAS) systems from IMToolSuite.com and subsidiaries , IMToolSuite.com and subsidiaries 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.
IMToolSuite.com and subsidiaries reserves all rights to the Software. The Software and any copies You are authorized to make are the intellectual property of IMToolSuite.com and subsidiaries. The source code and its organization are the exclusive property of IMToolSuite.com and subsidiaries 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 IMToolSuite.com and subsidiaries.
IMToolSuite.com and subsidiaries 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.
6. 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.
7. LIMITATION OF LIABILITY.
IN NO EVENT SHALL IMToolSuite.com and subsidiaries 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 IMToolSuite.com and subsidiaries 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, IMToolSuite.com and subsidiaries 's liability is limited to the full extent permitted by law. You agree that in no event shall IMToolSuite.com and subsidiaries 's maximum aggregate liability exceed the total amount paid by You for the particular Software, Products or Services in dispute purchased from IMToolSuite.com and subsidiaries .
8. DISCLAIMER OF WARRANTIES.
IMToolSuite.com and subsidiaries 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. IMToolSuite.com and subsidiaries 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. IMToolSuite.com and subsidiaries 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.
You agree to defend, indemnify and hold harmless IMToolSuite.com and subsidiaries 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 IMToolSuite.com and subsidiaries whether or not on Your behalf, and whether or not with Your permission) use of the Software or Services You purchased from IMToolSuite.com and subsidiaries or Your breach of this Agreement or incorporated agreements and policies. In addition, You agree to indemnify and hold IMToolSuite.com and subsidiaries 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 IMToolSuite.com and subsidiaries be notified of a pending law suit, or receive notice of the filing of a law suit, IMToolSuite.com and subsidiaries may seek a written confirmation from You concerning Your obligation to indemnify IMToolSuite.com and subsidiaries. Your failure to provide such a confirmation may be considered a breach of this agreement. You agree that IMToolSuite.com and subsidiaries shall have the right to participate in the defense of any such claim through counsel of its own choosing. You agree to notify IMToolSuite.com and subsidiaries of any such claim promptly in writing and to allow IMToolSuite.com and subsidiaries to control the proceedings. You agree to cooperate fully with IMToolSuite.com and subsidiaries during such proceedings.
You agree to cooperate fully with IMToolSuite.com and subsidiaries during such proceedings. You agree You will not be entitled to a refund of any fees paid to IMToolSuite.com and subsidiaries if, for any reason, IMToolSuite.com and subsidiaries takes corrective action with respect to Your improper or illegal use of its products, software or services. You also agree that if IMToolSuite.com and subsidiaries is notified that a complaint has been filed with a governmental, administrative or judicial body, regarding a Your account with IMToolSuite.com and subsidiaries , that IMToolSuite.com and subsidiaries , in its sole discretion, may take whatever action IMToolSuite.com and subsidiaries 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.
10. GOVERNING LAW, VENUE; WAIVER OF TRIAL BY JURY.
This agreement shall be deemed entered into in the State of Florida. Except for disputes concerning the user of a domain name registered with IMToolSuite.com and subsidiaries , You agree that the laws and judicial decisions of Manatee County, Florida, 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 Manatee County, Florida.
You agree to waive the right to trial by jury in any proceeding that takes place relating to or arising out of this Agreement.
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.
12. ENTIRE AGREEMENT.
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 IMToolSuite.com and subsidiaries regarding the Software, Products and Services contemplated herein.
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.
The failure of IMToolSuite.com and subsidiaries 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 IMToolSuite.com and subsidiaries thereafter to enforce such provisions.
15. FORCE MAJEURE.
IMToolSuite.com and subsidiaries will make every effort to keep its Web site, Products, Software 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 IMToolSuite.com and subsidiaries liable for any of the consequences of such interruptions.
16. NO THIRD PARTY BENEFICIARIES.
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. Contact Us at support@IMToolSuite.com
17. Service Interruptions
Interruptions - You acknowledge that: (i) the provision of Services may be suspended for the duration of any unanticipated or unscheduled downtime or unavailability of any portion or all of the Services for any reason, including as a result of power outages, system failures or other interruptions; and (ii) we are entitled, without any liability to you, to suspend access to any portion or all of the Services at any time (a) for scheduled downtime to permit us to conduct maintenance or make modifications to the Services; (b) in the event of a denial of service attack or other attack on the Services or other event that we determine, in our sole discretion, that a risk to the Services, to you or to any of our other users may be created if the Services were not suspended; or (c) in the event that we determine that any Service is prohibited by law or we otherwise determine that it is necessary or prudent to do so for legal or regulatory reasons (collectively, “Service Interruptions”).
No Liability. We shall have no liability whatsoever for any damage, liabilities, losses (including any loss of data or profits) or any other consequences that you may incur as a result of any Service Interruption.
Notice of Interruption. To the extent we are able, we will endeavor to post updates on our website at the following address: http://imtoolsuite.com/helpdesk2 , regarding any Service Interruption and resumption of service following any such suspension, but shall have no liability for the manner in which we may do so or if we fail to do so.
For assistance with spam complaints or compliance issue questions inquiries, please refer to support@IMToolSuite.com. Responses to emails will be provided generally within 72 hours.
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Last Revision March 7, 2012
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