The following are the terms and conditions by which subscribers obtain the right to use the Product/Service
Premium Link Placement (the "PRODUCT/SERVICE"), provided by
INSOMIS Corp (the "SERVICE PROVIDER"), a California company, with addresses at PO Box 542, Big Bear City, CA 92314.
1. ACCEPTANCE OF TERMS
The PRODUCT/SERVICE is provided to you by Service Provider subject to the following Terms and Conditions, which may be updated by Service Provider from time to time without notice to you. In addition, SERVICE PROVIDER also may offer other services from time to time that are governed by different Terms and Conditions. By accessing this web site and using the services of SERVICE PROVIDER, you are agreeing to be bound by these web site Terms and Conditions, all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws. If you do not agree with any of these terms, do not use this PRODUCT/SERVICE.
2. DESCRIPTION OF THE PRODUCT/SERVICE
PRODUCT/SERVICE may consist of the whole or parts thereof (individual parts or a collection of parts) of the PRODUCT/SERVICE. Valid Subscribers of PRODUCT/SERVICE are provided with access to a regularly updated collection of consumer facing content; each newsletter consists of 3 or more consumer facing articles; each newsletter is updated monthly. Unless explicitly stated otherwise, any new features that extends or enhances the current PRODUCT/SERVICE, including the release of new SERVICE PROVIDER enhancements, shall be subject to this Agreement. You understand and agree that the PRODUCT/SERVICE is provided "AS-IS" and that SERVICE PROVIDER assumes no responsibility for the timeliness, deletion, errors and omissions and non-availability or failure to store any user communications or personalization settings.
3. PERMITTED USES
(a) You may only use the PRODUCT/SERVICE for those advertising, promotional and other specified purposes which are Permitted Uses (as defined below).
(b) Only you are permitted to use the PRODUCT/SERVICE, although you may transfer parts containing PRODUCT/SERVICE to your printers for the purpose of reproduction for Permitted Uses, provided that such parties shall have no further or additional rights to use the PRODUCT/SERVICE and cannot access or extract it from any file or source you provide.
(c) Permitted Uses. Subject to the restrictions described under Prohibited Uses below, the following are "Permitted Uses" of Content:
1. advertising and promotional projects such as – email marketing, promotion through your social media accounts, your blogs, your email signature, and promotional printed materials;
2. on–line or electronic publications, including web pages and emails;
3. other reproductions for personal use or promotional purposes specified in (1) above, but not for resale, license or other distribution; and
4. any other uses approved in writing by SERVICE PROVIDER.
If there is any doubt that a proposed use is a Permitted Use, you should contact the SERVICE PROVIDER for further guidance.
4. LICENSE TERMS
We hereby grant to you a perpetual, non-exclusive, non-transferable license to use the PRODUCT/SERVICE for the Permitted Uses (as defined below). If the activity or use is a not listed explicitly in Permitted Use section, it is not permitted. All other rights in and to the PRODUCT/SERVICE, including, without limitation, all copyright and other intellectual property rights relating to the PRODUCT/SERVICE, are retained by SERVICE PROVIDER or the supplier of the PRODUCT/SERVICE, as the case may be.
5. TERMINATION
You agree that SERVICE PROVIDER, in its sole discretion, may terminate your password, account (or any part thereof) or use of the PRODUCT/SERVICE, and remove and discard the PRODUCT/SERVICE from your access, for any reason, including, without limitation, for lack of use or if SERVICE PROVIDER believes that you have violated or acted inconsistently this Agreement. SERVICE PROVIDER may also in its sole discretion and at any time discontinue providing the PRODUCT/SERVICE, or any part thereof, with or without notice. You agree that any termination of your access to the PRODUCT/SERVICE under any provision of this Agreement may be effected without prior notice, and acknowledge and agree that SERVICE PROVIDER may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the PRODUCT/SERVICE. Further, you agree that SERVICE PROVIDER shall not be liable to you or any third-party for any termination of your access to the PRODUCT/SERVICE.
Subscriptions; Charges on Your Credit Profile.
For any PRODUCT/SERVICE that you purchased using a credit card, the SERVICE PROVIDER bills you through an online account (your "Credit Profile") for use of the PRODUCT/SERVICE. You agree to pay the SERVICE PROVIDER all charges at the prices you agreed to for any use of the PRODUCT/SERVICE by you or other persons (including your agents) using your Credit Profile, and you authorize the SERVICE PROVIDER to charge your chosen payment provider (your "Payment Method") for the PRODUCT/SERVICE. You agree to make payment using that selected Payment Method. The SERVICE PROVIDER may correct any billing errors or mistakes that it makes even if it has already requested or received payment. This Section includes any agreements you made with the SERVICE PROVIDER on the Website when becoming a Member/User or subscribing to the PRODUCT/SERVICE. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If you initiate a chargeback or otherwise reverse a payment made with your Payment Method, the SERVICE PROVIDER may in its discretion terminate your account immediately. If the SERVICE PROVIDER successfully disputes the reversal, and the reversed funds are returned, you are not entitled to a refund or to have your account or subscription reinstated. Your subscription will continue indefinitely until cancelled by you. After your initial subscription commitment period, and again after any subsequent subscription period, your subscription will automatically continue for an additional equivalent period, at the price you agreed to when subscribing. You agree that your account will be subject to this automatic renewal feature. If you do not wish your account to renew automatically, or if you want to change or terminate your subscription, please log in and go to "
Manage Subscriptions" on the Website and follow the directions contained therein. If you cancel your subscription, you may use your subscription until the end of your then-current subscription term; your subscription will not be renewed after your then-current term expires. However, you won't be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. By subscribing, you authorize the SERVICE PROVIDER to charge your Payment Method now and again at the beginning of any subsequent subscription period. You also authorize the SERVICE PROVIDER to charge you for any sales or similar taxes that may be imposed on your subscription payments. Upon the renewal of your subscription, if the SERVICE PROVIDER does not receive payment from your Payment Method provider, you agree to pay all amounts due on your Credit Profile upon demand and/or you agree that the SERVICE PROVIDER may either terminate or suspend your subscription and continue to attempt to charge your Payment Method provider until payment is received (upon receipt of payment, your account will be activated and for purposes of automatic renewal, your new subscription commitment period will begin as of the day payment was received). You must provide current, complete and accurate information for your Credit Profile. You must promptly update all information to keep your Credit Profile current, complete and accurate (such as a change in billing address, card number or expiration date), and you must promptly notify the SERVICE PROVIDER if your Payment Method is canceled (including if you lose your card or it is stolen), or if you become aware of a potential breach of security (such as an unauthorized disclosure or use of your name or password). Changes to such information can be made at "Account Settings" on the Website. If you fail to provide the SERVICE PROVIDER any of the foregoing information, you agree that you are responsible for fees accrued under your Credit Profile. In addition, you authorize us to obtain updated or replacement expiration dates and card numbers for you credit or debit card as provided by your credit or debit card issuer.
6. SUBSCRIBER CONDUCT
The PRODUCT/SERVICE is provided through the website CompleteMarkets.com and as a valid and registered user of this website, you agreed to the terms (while registering) outlined in the following links –
Terms Of Use
User Content Agreement
Copyright Compliance Policy
7. NO RESALE OF PRODUCT/SERVICE
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.
8. LIMITED REPRESENTATIONS and WARRANTIES
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE MATERIALS ON THIS WEBSITE ARE PROVIDED AS IS AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESSED OR IMPLIED AND SERVICE PROVIDER DISCLAIM ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. SERVICE PROVIDER DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE MATERIALS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SERVICE PROVIDER DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS ON THIS WEBSITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT SERVICE PROVIDER) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION. THE INFORMATION AND DESCRIPTIONS CONTAINED HEREIN ARE NOT NECESSARILY INTENDED TO BE COMPLETE DESCRIPTIONS OF ALL TERMS, EXCLUSIONS AND CONDITIONS APPLICABLE TO THE PRODUCTS AND SERVICES, BUT ARE PROVIDED SOLELY FOR GENERAL INFORMATIONAL PURPOSES;
9. LIMITATION OF WARRANTIES and LIABILITY
(a) SERVICE PROVIDER's entire liability and your exclusive remedy, with respect to any claims arising out of your use of the Content, or out of your actions in downloading the Content, shall be as follows:
1. If you are unable to download the Content, SERVICE PROVIDER may refund any fee actually paid by you for such Content, provided SERVICE PROVIDER determines in its sole and absolute discretion that you have been unable to download such Content successfully..
(b) IN NO EVENT SHALL SERVICE PROVIDER OR ANY OF ITS AFFILIATES OR CONTENT PROVIDERS OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, PARTNERS OR AGENTS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOSS OF PROFITS, INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) IN CONNECTION WITH ANY CLAIM, LOSS, DAMAGE, ACTION, SUIT OR OTHER PROCEEDING ARISING UNDER OR OUT OF THIS AGREEMENT, INCLUDING WITHOUT LIMITATION YOUR USE OF, RELIANCE UPON, ACCESS TO, OR EXPLOITATION OF THE CONTENT, OR ANY PART THEREOF, OR ANY RIGHTS GRANTED TO YOU HEREUNDER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER THE ACTION IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OR OTHERWISE.
(c) IN ANY EVENT, THE TOTAL MAXIMUM AGGREGATE LIABILITY OF SERVICE PROVIDER UNDER THIS AGREEMENT, THE LICENSE PROVIDED HEREUNDER, OR THE USE OR EXPLOITATION OF ANY OR ALL OF THE PRODUCT/SERVICE IN ANY MANNER WHATSOEVER SHALL BE LIMITED TO ANY FEES ACTUALLY PAID BY YOU TO SERVICE PROVIDER UNDER THIS AGREEMENT IN RESPECT OF THE USE OF THE RELEVANT CONTENT.
10. INDEMNIFICATION
YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS SERVICE PROVIDER FROM AND AGAINST ANY LOSSES, DAMAGES, CLAIMS, ACTIONS OR DEMANDS OF ANY RIGHT OF ANY PERSON OR ENTITY, INCLUDING PERSONAL INJURY AND DEATH (AND INCLUDING, WITHOUT LIMITATION, REASONABLE LEGAL AND ACCOUNTING FEES AND EXPENSES), REGARDLESS OF WHETHER THEY ARISE OUT OF OR ARE ATTRIBUTABLE TO ANY ACT OR OMISSION, NEGLIGENT OR OTHERWISE, OF SERVICE PROVIDER ARISING OUT OF OR IN CONNECTION WITH (i) YOUR USE OF THE SITE, OR ANY CONTRACTS ENTERED INTO OR SERVICES OR PRODUCTS OFFERED, SOLD OR PURCHASED AS A RESULT OF ANY CONTACT INITIATED ON OR THROUGH THE SITE, OR (ii) YOUR BREACH OF THESE SITE TERMS AND CONDITIONS OF USE. THIS INDEMNIFICATION PROVISION SHALL APPLY TO THIRD-PARTY CLAIMS AS WELL AS CLAIMS BETWEEN THE PARTIES TO THESE TERMS AND CONDITIONS OF USE.
11. LINKS
The PRODUCT/SERVICE may provide, or third parties may provide, links to other World Wide Web sites or resources. Because SERVICE PROVIDER has no control over such sites and resources, you acknowledge and agree that SERVICE PROVIDER is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that SERVICE PROVIDER shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.
12. GENERAL PROVISIONS
(a) SERVICE PROVIDER's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right.
(b) This Agreement is personal to you and is not assignable by you without SERVICE PROVIDER's prior written consent. SERVICE PROVIDER may assign this Agreement without your consent to any other party.
(c) If all or part of any provision of this Agreement is wholly or partially unenforceable, the parties or, in the event the parties are unable to agree, a court of competent jurisdiction, shall put in place of such whole or part provision an enforceable provision or provisions, that as nearly as possible reflects the terms of the unenforceable whole or part provision.
(d) You agree to pay and be responsible for any and all sales taxes, use taxes, value added taxes and duties imposed by any jurisdiction as a result of the license granted to you, or of your use of the Content, pursuant to this Agreement.
(e) This Agreement will be governed under the laws of the State of California and the federal laws of the United States of America applicable therein (without reference to conflicts of laws principles). This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. You consent to service of any required notice or process upon you by registered mail or overnight courier with proof of delivery notice, addressed to the address or contact information provided by you at the time the PRODUCT/SERVICE was downloaded or subscribed to or accessed, or such other address as you may advise us in writing to use, from time to time.
(f) Any and all disputes arising out of, under or in connection with this Agreement, including without limitation, its validity, interpretation, performance and breach, shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by a single Arbitrator appointed in accordance with such rules. The arbitration shall take place in Big Bear City, California, and shall be conducted in the English language.
(g) The parties have requested that this Agreement and all related documents be drawn up in English.
h) Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
13. ACKNOWLEDGEMENT
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND HAD AN OPPORTUNITY TO SEEK INDEPENDENT LEGAL ADVICE PRIOR TO AGREEING TO IT. IN CONSIDERATION OF SERVICE PROVIDER AGREEING TO PROVIDE THE CONTENT, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND SERVICE PROVIDER, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND SERVICE PROVIDER RELATING TO THE SUBJECT OF THIS AGREEMENT.
14. CONTACT
If you have concerns relating to this Agreement, please contact SERVICE PROVIDER
[email protected]