- Term and Payment for Services
- Use of Services
- Prohibited Uses of Services and Products
- Intellectual Property Rights
- Warranty; Warranty Disclaimer
- Limitation and Exclusion of Liability
You must accept the terms of this Agreement in order to use the Services.
NOTWITHSTANDING, BY USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS CONTAINED HEREIN AS WELL AS ALL ACCEPTABLE USE POLICIES INCORPORATED BY REFERENCE.
IMG reserves the right to change or modify any of the terms and conditions contained in this Agreement, any Addendum and any policy or guideline incorporated by reference at any time and from time to time in its sole discretion, and to determine whether and when any such changes apply to both existing or future customers. Any changes or modification will be effective upon posting of the revisions on the IMG Web site (the "Site"). Your continued use of Services following IMG's posting of any changes or modifications will constitute your acceptance of such changes or modifications.
All provisions of this Agreement relating to your warranties, intellectual property rights, limitation and exclusion of liability, your indemnification obligations and payment obligations shall survive the termination or expiration of this Agreement.
1. TERM AND PAYMENT FOR SERVICES
The length of this Service is 12 months. Term will run month to month after the initial 12 month period has ended. Clients are billed monthly on the 1st of every month for the previous month’s service. Time transfers for web maintenance on a month-to-month basis but expires after 12 months. Any additional time over and above the monthly web maintenance allotment will then be billed at IMG’s standard time and material rates per hour. IMG will prorate the start of this agreement based on a billing cycle that begins on the 1st of the month.
1.2. Termination Policy
If you terminate your receipt of the Services prior to the end of the Initial Term or the Renewal Term, whichever is then applicable, (a) IMG will not refund to you any fees paid in advance of such termination and (b) you shall be required to pay 100% of IMG's standard monthly charge for each month remaining in the term, unless otherwise expressly provided in this Agreement. Notwithstanding the foregoing, if you terminate your receipt of web hosting services prior to the end of the first thirty (30) days of the Initial Term, you are entitled to a refund of the fees you paid in advance for the monthly Services, not including any setup fees. Your termination request or notice must be submitted in writing to IMG giving a (30) day notice of termination. IMG may terminate this Agreement at any time and for any reason by providing to you written notice thirty (30) days prior to the date of termination. If IMG terminates this Agreement, IMG will refund to you the pro-rata portion of prepaid fees attributable to Services (excluding setup fees) not yet rendered as of the termination date unless otherwise expressly provided in this Agreement. If termination was enforced to due violations that result in damages or fees assigned to IMG on your behalf, no refunds shall apply and you will be held liable for such fees. You are solely responsible for properly canceling your account. All of your content will be deleted from IMG’s servers 30 days after cancellation.
1.3 Default and Cure
In the event that either party hereto defaults in the performance of any of its material duties or obligations under this Agreement, including failure to make any payments due under this Agreement, and such default is not cured within thirty (30) days after written notice is given to the defaulting party specifying the default, then the party not in default, after given written notice thereof to the defaulting party, may terminate this Agreement.
You agree to pay for all charges attributable to your use of the Services at the then current IMG prices, which shall be exclusive of any applicable taxes. You are responsible for the payment of all federal, state, and local sales, use, value added, excise, duty and any other taxes assessed with respect to the Services.
All charges for Services must be paid in advance according to the then current prices applicable to the Services. You must notify IMG of any changes to your billing address, or any information that may prohibit IMG from charging your account. IMG may also create periodic invoices for any applicable Supplemental Charges associated with your use of the Services (see 1.1. Terms). You agree to pay to IMG the amount indicated in each invoice by the due date reflected on that invoice. Failure to pay any fees and taxes by the applicable due date or within five (5) days after the applicable due date will be deemed a material breach of this Agreement, and IMG may, in addition to any other remedy it may have: (i) suspend its performance of the Services and/or terminate this Agreement; and/or (ii) At the time of such nonpayment, IMG may, delete any and all content from the IMG Servers. Any such suspension or termination of the Services would not relieve you from paying past due fees plus interest.
1.6. Payment Dispute
“Any and all disputes must be reported in writing, and can be e-mailed to firstname.lastname@example.org and cc: your account representative. IMG will respond to disputes within 5 days of receipt.
2. USE OF SERVICES
2.1. Applicable Use Policy
The IMG Acceptable Use Policy (the "Usage Policy") governs the general policies and procedures for use of the Services. The Usage Policy is posted on IMG's Web site: http://www.interfacemedia.com/hosting/aup.aspx (or such other location as IMG may specify) and may be updated from time-to-time. YOU SHOULD CAREFULLY READ THE USAGE POLICY. BY USING THE SERVICES, YOU AGREE TO BE BOUND BY THE TERMS OF THE USAGE POLICY AND ANY MODIFICATIONS. IMG RESERVES THE RIGHT TO TERMINATE YOUR ACCOUNT FOR ANY VIOLATION OF THE USAGE POLICY OR THIS AGREEMENT.
2.2. Compliance with the Law
Customer shall not post, transmit, re-transmit or store material on or through any Services or Products which, in the sole judgment of IMG (i) is in violation of any local, state, federal or non-United States law or regulation, (ii) is threatening, obscene, indecent, defamatory or that otherwise could adversely affect any individual, group or entity (collectively, “Persons”) or (iii) violates the rights of any persons, including rights protected by copyright, trade secret, patent or other intellectual property or similar laws or regulations including, but not limited to, the installation or distribution of “pirated” or other software products that are not appropriately licensed for use by Customer. The Customer agrees to indemnify and hold harmless IMG from any claims resulting from the use of the services which damages the Customer or any other party. Customer shall be responsible for determining what laws or regulations are applicable to its use of the Services and Products.
2.3. Material and Product Requirements
IMG is not responsible for coding or configuration errors of any content not created by IMG. You must ensure that all material and data placed on IMG's equipment is in a condition that is "server-ready," which is in a form requiring no additional manipulation by IMG. If your material is not "server-ready", IMG will work to address issues with your content and, if necessary, you will be appropriately billed. IMG also has the option at any time to reject this material. IMG will notify you of its refusal of the material and afford you the opportunity to amend or modify the material to satisfy the needs and/or requirements of IMG. Use of the Services requires a certain level of knowledge in the use of Internet languages, protocols and software. This level of knowledge varies depending on the anticipated use and desired content of your Web site.
2.4. Bandwidth and Storage Usage
You agree that use of the Services under this Agreement will not exceed the bandwidth and storage usage limits set out in you hosting package. If you use any bandwidth or storage space in excess of the agreed upon number of megabytes per month, you agree to pay the associated additional charges. Data stored in your user account is not owned by IMG; therefore Data preservation is the ultimate responsibility of you, the client. IMG is in no way responsible for the client’s data and or the backup of that data.
3. PROHIBITED USES OF SERVICES AND PRODUCTS
In addition to the other requirements of these Terms of Service, Customer may only use the Services and Products in a manner that, in IMG’s sole judgment, is consistent with the purposes of such Services and Products. If Customer is unsure of whether any contemplated use or action is permitted, please contact IMG via email at email@example.com. By way of example, and not limitation, uses described below of the Services and Products are expressly prohibited.
3.1. Pornography and pornographic related merchandising are prohibited under all IMG’s services. This includes sites that include links to pornographic content elsewhere. Further examples of unacceptable content or links include pirated software, “hacker” programs, archives of “Warez Sites”, game rooms or MUDs, IRC Bots, Egg Drop programs, any kind of illegal software or shareware. In addition, sites offering online gambling, casino functionality, sportsbook betting (including offshore), and internet lotteries are prohibited.
3.2. Violations of the rights of any Person protected by copyright, trade secret, patent or other intellectual property or similar laws or regulations, including, but not limited to, the installation or distribution of “pirated” or other software products that are not appropriately licensed for use by Customer.
3.3. Actions that restrict or inhibit any Person, whether a customer of Company or otherwise, in its use or enjoyment of any of IMG’s Services or Products.
System and Network
3.4. Introduction of malicious programs into IMG’s network or server (e.g., viruses, malware and worms).
3.5. Effecting security breaches or disruptions of Internet communication. Security breaches include, but are not limited to, accessing data of which Customer is not an intended recipient or logging into a server or account that Customer is not expressly authorized to access. For purposes of this Section 3.2.2., “disruption” includes, but is not limited to, port scans, flood pings, packet spoofing and forged routing information.
3.6. Executing any form of network monitoring which will intercept data not intended for the Customer’s website.
3.7. Circumventing user authentication or security of any host, network or account.
3.8. Interfering with or denying service to any user. (for example, denial of service attack).
3.9. Using any program/script/command, or sending messages of any kind, designed to interfere with, or to disable, a user’s terminal session, via any means, locally or via the Internet.
3.10. Creating an “active” full time connection on a Company-provided account by using artificial means involving software, programming or any other method.
3.11. Any attempt to circumvent or alter monitoring, bandwidth tracking or utilization reporting, or other actions which have the effect of complicating the normal operational procedures of IMG, including but not limited to altering, removing or in any way modifying or tampering with Company created log files.
3.12. Any action which IMG determines, in its own judgment, will reflect poorly on IMG or negatively impact its operations.
3.13. Any action which IMG deems to be an unacceptable use of resources, business practice or otherwise unacceptable to IMG.
3.14. Furnishing false or incorrect data on the order form, contract or online application, including fraudulent use of credit card numbers.
3.15. Attempting to circumvent or alter the processes any billing procedures or procedures to measure time, bandwidth utilization, or other methods to document “use” of IMG’s Services and Products.
3.16. Sending unsolicited commercial email messages (UCE), including the sending of “junk mail” or other advertising material to individuals who did not specifically request such material, who were not previous customers of Customer or with whom Customer does not have an existing business relationship (“email spam”).
Sending UCE referencing an email address for any domain hosted by IMG;
Sending UCE referencing a domain hosted by IMG;
Sending UCE referencing an IP address hosted by IMG;
3.17. Posting advertisements on IRC, ICQ, or any other public chat system containing an email address hosted by IMG, a domain hosted by IMG, an IP address belonging to IMG;
3.18. IMG will be the sole arbiter as to what constitutes a violation of these provisions.
3.19. Harassment, whether through language, frequency or size of messages.
3.20. Unauthorized use, or forging, of mail header information.
3.21. Solicitations of mail for any other E-mail address other than that of the poster’s account or service with the intent to harass or to collect replies.
3.22. Creating or forwarding “chain letters” or other “pyramid schemes” of any type.
3.23. Use of unsolicited email originating from within IMG’s network or networks of other Internet Service Providers on behalf of, or to advertise, any service hosted by IMG, or connected via IMG’s network.
3.24. Activities deemed to be unsolicited marketing efforts or otherwise harassing in any way.
3.25. Customer will be charged a minimum $300.00 service charge for each instance of a verifiable UCE that is reported to IMG and faces immediate account suspension and/or termination, as well as further penalties.
3.27. IMG promotes a mutually-professional relationship with its customers. Abusive, threatening, obscene or otherwise harassing communications with agents of IMG, via telephone, email, online chat or other means will result in immediate account termination not withstanding any other terms of this agreement. Violation of this or any section of this Agreement will result in refund ineligibility.
Bandwidth and Utilization
3.28 Bandwidth and Storage Usage
3.29. Customer’s site must use and store only the information and data that relates to the WebSite, at the IP address provided by IMG.
3.30. Customer may not resell or give away Web space under a domain name, nor may Customer build WebSites that house “sub domain” WebSites on behalf of other companies, groups or individuals.
3.31. Customer may not use Customer’s WebSite to store Web pages, files or data for other IP addresses or domain names, nor may Customer use its WebSite as a repository for file, data or “Warez group” download transfers. IMG reserves the right to make this determination, in its sole and absolute discretion.
4.1. Investigation of Violations
IMG may investigate any reported or suspected violation of this Agreement, its policies or any complaints and take any action that it deems appropriate and reasonable under the circumstance to protect its systems, facilities, customers and/or third parties. IMG will not access or review the contents of any e-mail or similar stored electronic communications except as required or permitted by applicable law or legal process.
IMG reserves the right and has absolute discretion to restrict or remove from its servers any content that violates this Agreement or related policies or guidelines, or is otherwise objectionable or potentially infringing on any third party's rights or potentially in violation of any laws. If we become aware of any possible violation by you of this Agreement, any related policies or guidelines, third party rights or laws, IMG may immediately take corrective action, including, but not limited to, (a) issuing warnings, (b) suspending or terminating the Service, (c) restricting or prohibiting any and all uses of content hosted on IMG 's systems, and/or (d) disabling or removing any hypertext links to third party Web sites, any of your content distributed or made available for distribution via the Services, or other content not supplied by IMG which, in IMG 's sole discretion, may violate or infringe any law or third-party rights or which otherwise exposes or potentially exposes IMG to civil or criminal liability or public ridicule. It is IMG 's policy to terminate repeat infringers. IMG's right to take corrective action, however, does not obligate us to monitor or exert editorial control over the information made available for distribution via the Services. If IMG takes corrective action due to such possible violation, IMG shall not be obligated to refund to you any fees paid in advance of such corrective action.
4.3. Disclosure Rights
To comply with applicable laws and lawful governmental requests, to protect IMG's systems and customers, or to ensure the integrity and operation of IMG 's business and systems, IMG may access and disclose any information it considers necessary or appropriate, including, without limitation, account information (i.e., name, e-mail address, etc.), IP addressing and traffic information, usage history, and content residing on IMG's servers and systems. IMG also reserves the right to report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties.
5. INTELLECTUAL PROPERTY RIGHTS
5.1. Your License Grant to IMG
You hereby grant to IMG a non-exclusive, worldwide, and royalty-free license for the Initial Term and any Renewal Term to use your content as necessary for the purposes of rendering and operating the Services to you under this Agreement. You expressly (a) grant to IMG a license to cache materials distributed or made available for distribution via the Services, including content supplied by third parties, and (b) agree that such caching is not an infringement of any of your intellectual property rights or any third party's intellectual property rights.
5.2. IMG Materials and Intellectual Property
All materials, including but not limited to any computer software (in object code and source code form), data or information developed or provided by IMG or its suppliers or agents pursuant to this Agreement, and any know-how, methodologies, equipment, or processes used by IMG to provide the Services to you, including, without limitation, all copyrights, trademarks, patents, trade secrets and other proprietary rights are and will remain the sole and exclusive property of IMG or its suppliers, including but not limited to any software programs, inventions, products and/or technology innovations and methodologies utilized, developed, or disclosed by IMG during the term of this Agreement. Unauthorized copying, reverse engineering, decompiling, and creating derivative works based on the any such software is expressly forbidden except as permitted in this Agreement. You may be held legally responsible for violation of any patent rights, copyright or trade secret rights that is caused or encouraged by failure to abide by the terms of this Agreement.
You hereby grant to IMG a limited right to use your trademarks, if any, for the limited purpose of permitting IMG to fulfill its duties under this Agreement. This is not a trademark license and no other rights relating to the trademarks are granted by this Agreement. Specifically, but without limitation, the rights granted by this Agreement do not include the right to sub-license use of your trademarks or to use your trademarks with any other products or services outside the scope of the Services provided under this Agreement. The limited trademark use rights granted under this section terminate upon termination of this Agreement.
6. WARRANTY; WARRANTY DISCLAIMER
6.1. Customer and/or Third Party Acts
IMG is not responsible in any manner for any non-confirming Services to the extent caused by you or your customers. In addition, IMG is not responsible for loss or corruption of data in transmission, or for failure to send or receive data due to events beyond IMG's reasonable control.
6.2. No Express or Implied Warranty
ALL SERVICES, SYSTEMS AND PRODUCTS PROVIDED BY IMG UNDER THIS AGREEMENT ARE PROVIDED WITHOUT ANY EXPRESS OR IMPLIED WARRANTY IN FACT OR IN LAW, WHATSOEVER. YOU ACKNOWLEDGE AND AGREE THAT IMG ACCEPTS NO RESPONSIBILITY FOR, THE CONTENT OF THE INFORMATION PASSING THROUGH IMG's COMPUTERS, NETWORK HUBS AND POINTS OF PRESENCE, OR THE INTERNET. IMG DOES NOT WARRANT THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR COMPLETELY SECURE, AND DOES NOT MAKE ANY WARRANTIES WITH RESPECT TO PATENT, COPYRIGHT, TRADE SECRET OR TRADEMARK INFRINGEMENT. ALL SERVICES PERFORMED UNDER THIS AGREEMENT ARE PERFORMED "AS IS" AND WITHOUT WARRANTY AGAINST FAILURE OF PERFORMANCE INCLUDING, WITHOUT LIMITATION, ANY FAILURE DUE TO COMPUTER HARDWARE OR COMMUNICATION SYSTEMS. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, IMG DOES NOT MAKE AND HEREBY DISCLAIMS, AND YOU HEREBY WAIVE ALL RELIANCE ON, ANY REPRESENTATIONS OR WARRANTIES, ARISING BY LAW OR OTHERWISE, REGARDING THE SERVICES, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR CONDITIONS OF QUALITY, AND ANY WARRANTIES WITH RESPECT TO PATENT, COPYRIGHT, TRADESECRET OR TRADEMARK INFRINGEMENT.
6.3. Your Warranties and Representations to IMG
You warrant, represent, and covenant to IMG that (a) you are a duly organized and validly existing entity; (b) you possess the legal right and ability to enter into this Agreement; (c) you will use the Services only for lawful purposes and in accordance with this Agreement and all applicable policies and guidelines; (d) you will be financially responsible for the use of your account; (e) you have acquired or will acquire all authorization(s) necessary for hypertext links to third-party Web sites or other content; (f) you have verified or will verify the accuracy of materials distributed or made available for distribution via the Services, including, without limitation, your content, descriptive claims, warranties, guarantees, nature of business, and address where business is conducted, and (g) your content and/or any software that you install or provide does not and will not infringe or violate any right of any third party (including any intellectual property rights) or violate any applicable law, regulation or ordinance.
7. LIMITATION AND EXCLUSION OF LIABILITY
IN NO EVENT SHALL IMG HAVE ANY LIABILITY WHATSOEVER FOR DAMAGE, UNAUTHORIZED ACCESS TO, ALTERATION, THEFT OR DESTRUCTION OF INFORMATION PROVIDED TO IMG , DISTRIBUTED OR MADE AVAILABLE FOR DISTRIBUTION VIA THE SERVICES. IMG SHALL HAVE NO LIABILITY UNDER THIS AGREEMENT OR OTHERWISE FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF IMG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, THE LIABILITY OF IMG TO YOU FOR ANY REASON AND UPON ANY CAUSE OF ACTION SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID TO IMG BY YOU UNDER THIS AGREEMENT DURING THE THIRTY (30) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH SUCH CLAIM ACCRUED. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING, WITHOUT LIMITATION, TO BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS, AND OTHER TORTS. THE FEES FOR THE SERVICES SET BY IMG UNDER THIS AGREEMENT HAVE BEEN AND WILL CONTINUE TO BE BASED UPON THIS ALLOCATION OF RISK. ACCORDINGLY, YOU HEREBY RELEASE IMG FROM ANY AND ALL OBLIGATIONS, LIABILITIES, AND CLAIM IN EXCESS OF THE LIMITATION STATED IN THIS SECTION 6.1. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES, OUR LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW.
7.2. Interruption of Service
You hereby acknowledge and agree that IMG will not be liable for any temporary delay, outages or interruptions of the Services. Further, IMG shall not be liable for any delay or failure to perform its obligations under this Agreement, where such delay or failure results from any act of God or other cause beyond its reasonable control (including, without limitation, any mechanical, electronic, communications or third-party supplier failure).
You hereby acknowledge and agree that IMG reserves the right to temporarily suspend services for the purposes of maintaining, repairing, or upgrading its systems and network. IMG will use best efforts to notify you of pending maintenance however at no time is under any obligation to inform you of such maintenance.
You will defend, indemnify and hold harmless IMG and its employees, consultants, agents, affiliates and suppliers (an "Indemnitee") from any and all threatened or actual claims, demands, causes of action, suits, proceedings (formal or informal), losses, damages, fines, penalties, liabilities, costs and expenses of any nature, including attorneys' fees and court costs, sustained or incurred by or asserted against any Indemnitee by any person, firm, corporation, governmental authority, partnership or other entity by reason of or arising out of or relating to: (i) your violation or breach of any term, condition, representation or warranty of this Agreement or any applicable policy or guideline; (ii) your conduct, including but not limited to your negligence, gross negligence, or willful misconduct; (iii) your use of the Services, including any improper or illegal uses; (iv) any claim by a former employee of yours whose employment has been or may be terminated in connection with or as a result of the execution of this Agreement and performance of the Services by IMG ; or (v) any claim relating to your services or products, or your installation and/or use of any third-party software, including but not limited to advertising, product liability claims or infringement of any trademark, copyright, patent, trade secrets or nonproprietary right of a third party (including, without limitation, defamation, libel, or violation of privacy or publicity).
The parties each agree that all Confidential Information (as defined below) communicated to it by the other is done so in confidence and will be used only for the purposes of this Agreement and will not be used to compete with the other party or disclosed to any third party without the prior written consent of the other party except as permitted under this Agreement. "Confidential Information" means all information in any form, including, without limitation, printed or verbal communications and information stored in printed, optical or electromagnetic format, which relates to the Services; or computer, data processing or electronic commerce programs and software; electronic data processing applications, routines, subroutines, techniques or systems; information which incorporates or is based upon proprietary information of either party; or information concerning business or financial affairs, product pricing, financial conditions or strategies, marketing, technical systems of either party; or any information concerning customers or vendors of either party; or any data exchange between a party and any customers or vendors. Exceptions to Confidential Information include (1) information in the public domain; (2) information developed independently by a party without reference to information disclosed under this Agreement; or (3) information received from a third party without restriction and/or breach of this or a similar Agreement. It is not a violation of this provision to disclose Confidential Information in compliance with any legal, accounting or regulatory requirement beyond the control of either Party or, but in such case, prior to disclosure, the disclosing Party shall give written notice to the other Party to permit that Party an opportunity to challenge such disclosure. If either Party is subpoenaed, such Party shall give written notice to the other Party to permit that Party an opportunity to challenge the disclosure of Confidential Information. Upon the termination of this Agreement and upon written request of the disclosing Party, each Party shall promptly return all Confidential Information of the other Party. This provision shall survive the termination of this Agreement for two (2) years.
All notices, reports, requests, or other communications given pursuant to this Agreement shall be made in writing, shall be delivered by hand delivery, overnight courier service, fax, or electronic mail, shall be deemed to have been duly given when delivered.
9.3. Choice of Law and Forum
THIS AGREEMENT, WILL BE GOVERNED BY THE LAWS OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA, WITHOUT REFERENCE TO RULES GOVERNING CHOICE OF LAWS. ANY ACTION RELATING TO THIS AGREEMENT MUST BE BROUGHT IN THE FEDERAL OR STATE COURTS LOCATED IN THE DISTRICT OF COLUMBIA, AND YOU IRREVOCABLY CONSENT TO THE JURISDICTION OF SUCH COURTS.
9.4. Entire Agreement
This Agreement and all policies and guidelines incorporated in this Agreement by reference constitutes the entire Agreement of the parties and may not be modified or altered orally but only by an agreement in writing signed by both parties.
9.5. No Fiduciary Relationship
No Third-Party Beneficiaries IMG is not the agent, fiduciary, trustee or other representative of you. Nothing expressed or mentioned in or implied from this Agreement is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy or claim under or in respect to this Agreement. This Agreement and all of the representations, warranties, covenants, conditions and provisions hereof are intended to be and are for the sole and exclusive benefit of the parties hereto.
You may not transfer or assign your rights, duties, or obligations under this Agreement without IMG's prior written consent. IMG may assign its rights and obligations under this Agreement and may utilize affiliate and/or agents in performing its duties and exercising its rights under this Agreement, without your consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assignees.
9.7. No Waiver
IMG's failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of IMG's right to subsequently enforce such provision or any other provisions under this Agreement.
If any provision of this Agreement is deemed illegal, invalid, void or otherwise unenforceable in whole or in part, that provision shall be severed or shall be enforced only to the extent legally permitted, and the remainder of the provision and the Agreement shall remain in full force and effect. If any provision of this Agreement is deemed to be invalid, void or unenforceable only with respect to a particular application, such term or provision shall remain in full force and effect with respect to all other applications.
NOTWITHSTANDING, BY USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS CONTAINED HEREIN AS WELL AS ALL ACCEPTABLE USE POLICIES INCORPORATED BY REFERENCE.
I/We accept the terms and conditions as listed on the enclosed page and state
that the information listed above is complete, accurate, and truthful to the
best of my/our knowledge.