The following terms and conditions govern all use of the your website and all content, services and products provided by or through your website (taken together, the Website). The Website software and hardware is owned, licensed and operated by ILGM. The Website is offered subject to your acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies and procedures that may be published from time to time on ILGM’s Corporate website.
You should carefully read the following terms and conditions before using the the Website. Public access of the Website indicates YOUR acceptance of these terms and conditions. If YOU do not agree with the terms of this agreement, YOU should not use the Software. This License Agreement (“License”) is a legal agreement between YOU (either an individual person or a single legal entity, who will be referred to in the license as “YOU”) and Interlogic Graphics & Marketing, Inc. (“ILGM”) for the Website referred to herein.
Interlogic Graphics & Marketing, Inc. grants YOU a nontransferable and nonexclusive License to use the Website on the following terms and conditions:
- Right to Use: The Website is licensed for use only in delivered code form hosted exclusively from ILGM. Only One (1) copy of the Website is licensed for use only on a single URL, accessible via the Internet. YOU may not copy, modify, alter, reverse engineer, disassemble, recompile or decompile the Website. Any attempt to do this will result in an immediate breach of the terms and conditions herein. This Website product is licensed, not sold.
- Your Account: You are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with it. You must not use your account in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others, and ILGM may change or remove any description or content that it considers inappropriate or unlawful, or otherwise likely to cause ILGM liability. You must immediately notify ILGM of any unauthorized uses of your account or any other breaches of security. ILGM will not be liable for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions.
- Responsibility of Content: If you post material to the Website, post links on the Website, or otherwise make (or allow any third party to make) material available by means of the Website (any such material, “Content”), You are entirely responsible for the content of, and any harm resulting from, that Content. That is the case regardless of whether the Content in question constitutes text, graphics, an audio file, photos, documents, video, or software. By making Content available, you represent and warrant that:
- the downloading, uploading copying and use of the Content will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights, of any third party;
- if your employer has rights to intellectual property you create, you have either (i) received permission from your employer to post or make available the Content, including but not limited to any software, or (ii) secured from your employer a waiver as to all rights in or to the Content;
- you have fully complied with any third-party licenses relating to the Content, and have done all things necessary to successfully pass through to end users any required terms;
- the Content does not contain or install any viruses, worms, malware, Trojan horses or other harmful or destructive content;
- the Content is not spam, and does not contain unethical or unwanted commercial content designed to drive traffic to third party sites or boost the search engine rankings of third party sites, or to further unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing);
- the Content is not obscene, libelous or defamatory (more info on what that means), hateful or racially or ethnically objectionable, and does not violate the privacy or publicity rights of any third party; and
- you have, in the case of Content that includes computer code, accurately categorized and/or described the type, nature, uses and effects of the materials, whether requested to do so by ILGM or otherwise.
By submitting Content to ILGM, you grant ILGM a world-wide, royalty-free, and non-exclusive license to use, distribute, reproduce, modify, adapt and publish the Content for the purposes of providing and promoting the Website and features and services available on the Website. If you delete Content, ILGM will use reasonable efforts to remove it from the Website, but you acknowledge that caching or references to the Content may not be made immediately unavailable.Without limiting any of those representations or warranties, ILGM has the right (though not the obligation) to, in ILGM’s sole discretion (i) refuse or remove any content that, in ILGM’s reasonable opinion, violates any ILGM policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of the Website to any individual or entity for any reason, in ILGM’s sole discretion. ILGM will have no obligation to provide a refund of any amounts previously paid.
- Intellectual Property: This Agreement does not transfer from ILGM to you any ILGM or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with ILGM. ILGM and all other trademarks, service marks, graphics and logos used in connection with ILGM are trademarks or registered trademarks of ILGM or ILGM’s licensors. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any ILGM or third-party trademarks.
- Unsolicited Commercial Email/Unsolicited Bulk Email (UCE/UBE): UCE is defined as any electronic communication sent for purposes of distributing commercial information of any kind, soliciting the purchase or sale of products or services or soliciting any transfer of funds to a recipient who has not agreed to receive such communication. UBE is defined as any electronic communication to multiple recipients who have not agreed to receive such communication.Use of ILGM services to transmit any unsolicited commercial or unsolicited bulk-e-mail is expressly prohibited. ILGM also prohibits the sending of any fraudulent, malicious, harassing, false or misleading electronic communications, including, without limitation, chain letters, pyramid schemes, or e-mails with forged headers. Posting off-topic advertisements to Usenet discussion groups, Instant Messaging services, etc., is also expressly prohibited. Additionally, ILGM customers are expressly prohibited from sending any UCE/UBE from our network or any email from another network that in any way references a document, image, or website that resides on the ILGM network. Violations may result in the termination of the offending account. You are ultimately responsible for any violations of the License by your clients, and any violation of the License by a client of an ILGM customer shall be deemed a violation of the License by such ILGM customer.Customers whose actions directly or indirectly result in ILGM IP’s being listed in any of the various abuse databases may be subject to having the offending domain(s), server(s), or user(s) immediately removed from our network. In addition, if ILGM in its sole discretion determines that a customer is in violation of our License, ILGM may, at its sole discretion, restrict, suspend or terminate a customer’s account. ILGM will, in most cases, attempt to contact a customer prior to suspension or termination of an account(s), but can not guarantee prior notification. Any service suspended or terminated for License violations will be reconnected only after the customer agrees to cease all activities that violate the ILGM License and pays all applicable reconnect fees, damages and/or related charges. Any service suspended a second time for License violations WILL be immediately and permanently removed from our network. Customers that ILGM determines in its sole discretion to be in violation of the ILGM License may be subject to additional fees or fines including, without limitation—any applicable reconnect fees. Violation of ILGM’s UCE/UBE policy may be reported to firstname.lastname@example.org.
- Guidelines for Permission-Based Email: Although ILGM prohibits the sending of unsolicited email (UCE/UBE) as described above though your website, you MAY send permission-based email marketing, subject to the guidelines provided herein. Permission-based marketing is defined as electronic marketing that an end user agrees to receive. This is often referred to as ‘opt-in’ electronic marketing. You must at a minimum comply with the following guidelines, and any additional guidelines established by ILGM from time to time in its sole discretion, to engage in permission-based email marketing without violating the License:
- All commercial or bulk email must be sent using a 3rd party provider such as Contacting Contact, MailChimp or like service.
- All commercial or bulk email originating from you must have a working unsubscribe link. You must honor all requests to unsubscribe within 72 hours.
- All commercial or bulk email originating from you must clearly list the email address to which the email was originally sent (the intended recipient’s email address) in the ‘TO:’ line of the email.
- All ILGM customers sending commercial or bulk email must have a working abuse@ YourDomain.com address from EVERY domain associated with the email campaign. Additionally, the abuse@ address must be prominently posted on the contact information page of the associated web site. You must regularly answer any messages sent to the abuse@ address.
- Changes: ILGM reserves the right, at its sole discretion, to modify or replace any part of this Agreement. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Website following the posting of any changes to this Agreement constitutes acceptance of those changes. ILGM may also, in the future, offer new services and/or features through the Website (including, the release of new tools and resources). Such new features and/or services shall be subject to the terms and conditions of this Agreement.
- Termination: ILGM may terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your account (if you have one), you may simply discontinue using the Website. Notwithstanding the foregoing, if you have a Services account, such account can only be terminated by ILGM if you materially breach this Agreement and fail to cure such breach within thirty (30) days from ILGM’s notice to you thereof; provided that, ILGM can terminate the Website immediately as part of a general shut down of our service. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
- Subscription-based Website Product: A subscription hosting license is required for ILGM Website products. Rates are based on the products and services purchased and are subject to change at anytime. The Website will be delivered to, and will operate on an ILGM-designed hardware hosting environment. YOU will be provided adequate resources and website administrative access to the Website, email, statistics and adequate bandwidth for usage. All resources will be managed solely by ILGM. If ILGM releases any upgrades or new versions of the Website during the term of YOUR subscription, YOU will be entitled to a copy of such upgrade(s) or new version(s) at no additional cost. Such upgrades shall be considered part of the Website and subject to all of the terms and conditions of this License unless otherwise indicated in any license agreement that accompanies such upgrade or new version. Any service disconnection or suspension shall require YOU to pay a $100 re-connect fee to avoid complete termination of this license.
- Modules, Extensions, Plugins and PowerTools (Plugin): A Plugin is a complimentary stand-alone or integrated application that enhances the Website. ILGM Plugins may be implemented at any time for and may require additional fees. Plugins will be billed immediately and integrated when payment is received. YOU must notify ILGM of YOUR intent to receive additional enhancements via ILGM’s Customer Support System, located at: https://support.ilgminc.com. Additional Plugins shall be considered part of the Website and subject to all of the terms and conditions of this License unless otherwise indicated in any license agreement that accompanies a Plugin or new version.
- Branding: ILGM reserves the right to include “Designed & Powered by ILGM, Inc., Experience the difference!” or similar derivative in a discrete location throughout your website and linked back to ILGM’s corporate website. This location is typically in the footer of each page. Should you desire to have ILGM’s brand removed, a $10/month fee could be added to your monthly hosting subscription.
- Third Party Content: YOU hereby indemnify, including reasonable attorneys fees, and hold harmless ILGM against any and all claims of infringement of any proprietary information of whatever nature by any graphic, picture, text, audio, video, Website or information provided to ILGM by YOU, its officers, directors, employees, agents, contractors, or YOUR customers published on any of YOUR Web site(s). If third party content such as Website, graphics, or text is to be incorporated in the site, YOU shall notify ILGM of the use of said content, and YOU shall be responsible for any and all such content and including payment to said third parties providing said content.
- Term: Each license term is measuered in (1) one year or (1) one month increments. Each License shall continue so long as YOU use the Website in compliance with this License and have paid all license, hosting and service fees. Upon breach of YOUR obligations hereunder, YOU agree to pay any remainder monies due for said linense from the termination to the end of your contractual term.
- Limited Warranty: ILGM warrants solely that the medium upon which the Website is delivered will be free from defects in material and workmanship under normal, proper and intended usage. ILGM does not warrant the use of the Website will be uninterrupted or error free, nor that program errors will be corrected. This limited warranty shall not apply to any error or failure resulting from (i) machine error, (ii) YOUR failure to follow operating instructions, (iii) negligence or accident, or (iv) modifications to the Website by any person or entity other than ILGM. In the event of a breach of warranty, YOUR sole and exclusive remedy is repair of all or any portion of the Website. If such remedy fails of its essential purpose, YOUR sole remedy and ILGM’s maximum liability shall be a refund of the paid purchase price for the license only. This limited warranty is only valid if ILGM receives written notice of breach of warranty within thirty days of the purchase date. You understand that your use of the Website is at your own discretion and risk.
- Limitation of Warranties and Liability: THE WEBSITE AND DOCUMENTATION ARE SOLD “AS IS” AND WITHOUT ANY WARRANTIES AS TO THE PERFORMANCE, MERCHANTIBILITY, DESIGN, OR OPERATION OF THE WEBSITE. NO WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE IS OFFERED. NEITHER ILGM NOR ITS SUPPLIERS SHALL BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF BUSINESS OR GOODWILL, LOSS OF DATA OR USE OF DATA, INTERRUPTION OF BUSINESS NOR FOR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND UNDER OR ARISING OUT OF, OR IN ANY RELATED TO THIS AGREEMENT, HOWEVER, CAUSED, WHETHER FOR BREACH OF WARRANTY, BREACH OR REPUDIATION OF CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE, EVEN IF COMPANY OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS.
- Indemnification: You agree to indemnify and hold harmless ILGM, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of the Website, including but not limited to out of your violation this Agreement.
- Entire Agreement: This License Agreement, the License granted hereunder, and the Website may not be assigned or in any way transferred without the prior written consent of ILGM. This Agreement and its performance and all claims arising from the relationship between the parties contemplated herein shall be governed by, construed and enforced in accordance with the laws of the State of Colorado without regard to conflict of laws principles thereof. The parties agree that any action brought in connection with this Agreement shall be maintained only in a court of competent subject matter jurisdiction located in the State of Colorado or in any court to which appeal there from may be taken. The parties hereby consent to the exclusive personal jurisdiction of such courts in the State of Colorado for all such purposes. If any provision of this License is to be held unenforceable, such holding will not affect the validity of the other provisions hereof. Failure of a party to enforce any provision of this Agreement shall not constitute or be construed as a waiver of such provision or of the right to enforce such provision. If YOU fail to comply with any term of this License, YOUR LICENSE IS AUTOMATICALLY TERMINATED. This License represents the entire understanding between the parties with respect to its subject matter.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND THIS AGREEMENT, AND UNDERSTAND THAT BY USING THE WEBSITE YOU AGREE TO BE BOUND BY THIS AGREEMENT’S TERMS AND CONDITIONS. YOU FURTHER AGREE THAT, EXCEPT FOR WRITTEN SEPARATE AGREEMENTS BETWEEN ILGM AND YOU, THIS AGREEMENT IS A COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF THE PARTIES.