i2CEO, LLC Terms of Use last updated 11th of December, 2020
Terms of Use
PLEASE READ THESE TERMS OF USE CAREFULLY. THIS IS A BINDING CONTRACT. Welcome to the i2CEO, LLC (“i2CEO” or “we”) website available at www.i2ceo.com (“Site”).
THESE TERMS OF USE (“TERMS”) MAY CHANGE FROM TIME TO TIME. WE WILL NOTIFY YOU OF ANY MATERIAL CHANGES TO THESE TERMS BY POSTING A NOTICE ON THE HOMEPAGE OF THE SITE FOR A REASONABLE PERIOD OF TIME AFTER SUCH CHANGES ARE MADE, EMAIL YOU NOTICE OF SUCH CHANGES TO THE EMAIL ADDRESS ON FILE THROUGH YOUR REGISTRATION AND BY CHANGING THE “LAST UPDATED” DATE AT THE TOP OF THIS WEBPAGE. WE ENCOURAGE YOU TO CHECK THIS PAGE PERIODICALLY FOR ANY CHANGES. YOUR CONTINUED USE OF THE SITE FOLLOWING THE POSTING OF CHANGES TO THESE TERMS WILL MEAN YOU ACCEPT THOSE CHANGES.
IN ADDITION, WHEN USING PARTICULAR SERVICES OR FEATURES, YOU SHALL BE SUBJECT TO ANY POSTED GUIDELINES OR POLICIES APPLICABLE TO SUCH SERVICES, FEATURES OR PURCHASES THAT MAY BE POSTED FROM TIME TO TIME. THE PRIVACY POLICY AND ALL SUCH GUIDELINES OR POLICIES ARE HEREBY INCORPORATED BY REFERENCE INTO THESE TERMS. YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR OTHERWISE USE THE SITE.
Acceptance Of Terms
Your access to and use of the Site is subject exclusively to these Terms. You will not use the Site for any purpose that is unlawful or prohibited by these Terms. By using the Site, you are fully accepting the terms, conditions and disclaimers contained in these Terms. If you do not accept these Terms you must immediately stop using the Site.
Intellectual Property
Unless otherwise noted all materials, including products, images, illustrations, designs, icons, photographs, sounds, video clips, written, and other materials that appear as part of this site are copyrights, trademarks, trade dress and/or other forms of intellectual property owned, controlled, and/or used under license or with other legal authority by i2CEO (“Content”). The Site as a whole is protected by copyright and trade dress, all worldwide rights, titles and interest in and to which are owned by i2CEO.
Except as expressly authorized by these Terms or on the Site, you may not copy, reproduce, distribute, republish, download, perform, display, post, transmit, exploit, create derivative works or otherwise use any of the aforementioned copyright or trademark materials in any form or by any means, without the prior written authorization of i2CEO or the respective copyright/trademark owner. i2CEO authorizes you only to view, not download, these copyright and trademark materials only for personal, non-commercial use, provided that you keep intact all copyright and other proprietary notices contained in the original versions of said materials.
The C ontent may not be copied, distributed, republished, uploaded, posted, or transmitted in any way without the prior written consent of i2CEO, except that you may print out a copy of the content solely for your personal use. Modification or use of the content except as expressly provided in these Terms violates i2CEO’s intellectual property rights. Neither title nor intellectual property rights are transferred to you by access to this Site.
You agree that you will not: (1) create any materials that use the Content or any derivatives of the Content as a trademark, service mark, trade name or trade dress, other than as expressly approved by i2CEO in writing; (2) use the Content in any way that tends to impair their validity as proprietary trademarks, service marks, trade names or trade dress, or use the Content other than in accordance with the terms, conditions and restrictions herein; (3) take any other action that would jeopardize or impair i2CEO’s rights as owner of the Content or the legality and/or enforceability of the Content, including, challenging or opposing i2CEO’s ownership in the Content; (4) apply for trademark registration or renewal of trademark registration of any of the Content, any derivative of the Content, any combination of the Content and any other name, or any trademark, service mark, trade name, symbol or word which is similar to the Content; (5) use the Content on or in connection with any product, service or activity that is in violation of any law, statute, government regulation or standard.
Errors and Inaccuracies
We always strive to provide complete, accurate, up-to-date information on our Site. Unfortunately, despite those efforts, human or technological errors may occur. This Site may contain typographical mistakes, inaccuracies, or omissions and some information may not be complete or current. We reserve the right to correct any errors, inaccuracies or omissions at any time and without prior notice.
Non-Confidential Information
Please do not send to us any confidential or proprietary information through our email provided on this Site. Any information, materials, suggestions, ideas or comments sent to us will be considered non-confidential, and by submitting it, you are giving us the absolute right to use, modify, reproduce, transmit, display and distribute it for any purpose whatsoever, with no payment or other compensation to you. However, we will not use your name unless we are required by law to identify the source of the materials, information, suggestions, ideas or comments, or unless we first obtain your permission. We shall have no obligation to display any submission, compensate you for submitting content, or respond to any submission. We retain the right, in our sole discretion and without prior notice, to remove, revise or refuse to post any user content for any reason or no reason.
Disclaimers And Limitation Of Liability
The following disclaimers are made on behalf of i2CEO, our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, and shareholders.
All content, including without limitation, any services, advice, recommendation or opinion, offer, or other information provided on or through the Site is for informational purposes only, and should not be construed to indicate that any such content is endorsed by i2CEO, nor is there any representation or warranty by i2CEO that the Content is reliable, accurate, timely, complete, effective, or safe for your use. YOU ACKNOWLEDGE THAT RELIANCE ON ANY INFORMATION PROVIDED ON OR THROUGH THE SITE IS SOLELY AT YOUR OWN RISK.
THE SITE AND ALL CONTENT ON OR AVAILABLE THROUGH THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. i2CEO EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. FURTHER, i2CEO MAKES NO WARRANTY THAT: (A) THE SITE, WILL MEET YOUR REQUIREMENTS; (B) THE SITE WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) THE QUALITY OF THE SITE WILL MEET YOUR EXPECTATIONS. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SITE AND ANY THIRD-PARTY SITE. i2CEO SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE SITE OR ANY THIRD-PARTY SITE.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
IF THE JURISDICTION YOU ARE IN DOES NOT ALLOW FOR THE EXCLUSION OF CERTAIN WARRANTIES, THEN SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU IN CERTAIN CIRCUMSTANCES.
IN NO EVENT WILL i2CEO, INCLUDING OUR AFFILIATES, SUBSIDIARIES, PARENTS, SUCCESSORS AND ASSIGNS, AND EACH OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR MEMBERS (COLLECTIVELY “i2CEO” FOR PURPOSES OF THIS SECTION), BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE SITE) ARISING OUT OF OR IN CONNECTION WITH THE SITE, RELIANCE OR USE OF ANY INFORMATION OBTAINED ON OR THROUGH THE SITE OR THESE TERMS, HOWEVER ARISING INCLUDING NEGLIGENCE, EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
Indemnity
You will defend, indemnify, and hold i2CEO including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of the Site and participation in the Site, including: (1) your breach of these Terms or the documents it incorporates by reference; (2) your violation of any law or the rights of a third party as a result of your own interaction with such third party; (3) your use or reliance on any information provided on or through the Site; (4) any other activities in connection with the Site. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person.
Links To Third Party Websites
The Site may include links to third party websites that are controlled and maintained by others. Any link to other websites is not an endorsement of such websites and you acknowledge and agree that we are not responsible for the content or availability of any such sites.
Optional Tools
We may provide you with access to third-party tools over which we neither monitor nor have any control nor input. You acknowledge and agree that we provide access to such tools, “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools. Any use by you of optional tools offered through the Site, or as a function of the Service, is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s). We may also, in the future, offer new services and/or features through the Site (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms.
Additionally, i2CEO may provide other third-party content on the Site (collectively the “Third-Party Content”). i2CEO does not control or endorse any Third-Party Content and makes no representation or warranties of any kind regarding the Third-Party Content, including without limitation regarding its accuracy or completeness. Please be aware that we do not create Third Party Content, update, or monitor it. Therefore, we are not responsible for any Third-Party Content on the Site.
Termination
To the fullest extent permitted by applicable law, i2CEO reserves the right, without notice and in our sole discretion, to terminate your license to use the Site and to block or prevent your future access to and use of the Site, including where we reasonably consider that: (a) your use of the Site violates these Terms or applicable law; (b) you fraudulently use or misuse the Site; or (c) we are unable to continue providing the Site to you due to technical or legitimate business reasons. To the fullest extent permitted by applicable law, your only remedy with respect to any dissatisfaction with (i) the Site, (ii) any term of these Terms, (iii) any policy or practice of i2CEO in operating the Site, or (iv) any content or information transmitted through the Site, is to discontinue use of any and all parts of the Site.
Force Majeure
In case of force majeure, we are not obliged to fulfil our obligations. In that case we may either suspend our obligations for the duration of the state of force majeure or definitely repudiate these Terms.
Events of force majeure are all circumstances external to our will and control that render the respect of our obligations completely or partly impossible. Such events include, but are not limited to, any Act of God, epidemic, pandemic, terrorism, war, political insurgence, insurrection, riot, civil unrest, act of civil or military authority, uprising, earthquake, flood, disruption of energy supplies or telecommunication networks or communication systems and/or the temporary down-time of the Site, late delivery or absence of delivery by suppliers or other third parties, or any other natural or man-made eventuality outside of our control, which causes the termination of an agreement or contract entered into, nor which could have been reasonably foreseen. In the case of a force majeure event, you are responsible for filing claims with the proper third-party entities.
Waiver
Failure of either Party to insist upon strict performance of any provision of this or any Terms or the failure of either Party to exercise any right or remedy to which it, he or they are entitled hereunder shall not constitute a waiver thereof and shall not cause a diminution of the obligations under this or any Terms. No waiver of any of the provisions of this or any Terms shall be effective unless it is expressly stated to be such and signed by both Parties.
Geographical Use:
Although this Site may be accessible worldwide, the materials, products and services on this Site are not available for use in locations outside the United States of America. We currently do not offer any services outside of the United States. Furthermore, we make no claims that the Site is accessible or appropriate outside of the United States. Access to the Site may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
Severability:
If any of these Terms should be determined to be invalid, illegal or unenforceable for any reason by any court of competent jurisdiction then such term or condition shall be severed and the remaining Terms shall survive and remain in full force and effect and continue to be binding and enforceable.
Governing Law and Jurisdiction
These Terms, the Privacy Policy and any separate agreements whereby we provide you services shall be governed by the laws of the State of California. The parties agree exclusive jurisdiction shall be in Los Angeles County, California for any and all issues arising out of the Terms or any related documents or transactions. To the extent permitted by law, choice of law rules and the United Nations Convention on Contracts for the International Sale of Goods shall not apply. Notwithstanding the foregoing, either party may at any time seek and obtain appropriate legal or equitable relief in any court of competent jurisdiction for claims regarding such party’s intellectual property rights.
Assignment
These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by i2CEO without restriction. Any assignment attempted to be made in violation of these Terms shall be void.
Entire Agreement
The Terms, together with the Privacy Policy, is the entire agreement between you and i2CEO relating to the subject matter herein and will not be modified except in writing, signed or otherwise agreed to by both parties, or by a change to these Terms made by i2CEO as set forth above. Any ambiguities in the interpretation of these Terms shall not be construed against the drafting party.
Agreement Shall Be Binding
These Terms and the Privacy Policy shall be binding upon, and inure to the benefit of, the heirs, executors, administrators, successors and assigns of the parties [unless to the contrary specifically provided in any particular covenant, term or condition hereof].
Arbitration Agreement
In the event of any dispute, controversy or claim between the parties hereto arising out of or relating to these Terms, the parties shall first seek to resolve the dispute in good faith through informal discussion. User agrees that before initiating any dispute or arbitration proceeding, the parties will attempt to negotiate an informal resolution of any dispute. To begin this process, before initiating any arbitration proceeding, User must send a written notice of dispute (“Dispute Notice”) by certified mail to 141 El Camino Drive, Suite 210 Beverly Hills California 90212. In the Dispute Notice, User must describe the nature and basis of the dispute and the relief User is seeking. If the parties are unable to resolve the dispute within 30 days after i2CEO’s receipt of the Dispute Notice, then User or i2CEO may initiate arbitration proceedings using the below procedure or small claims court.
Mandatory Binding Arbitration.
In the event the parties are not able to resolve any dispute between them arising out of or concerning these Terms, or any provisions hereof, whether in contract, tort, or otherwise at law or in equity for damages or any other relief, then such dispute shall be resolved only by final and binding arbitration pursuant to the Federal Arbitration Act in the State of California, conducted by a single neutral arbitrator and administered by the American Arbitration Association, or a similar arbitration service selected by the parties, in a location mutually agreed upon by the parties. The arbitrator’s award shall be final, and judgment may be entered upon it in any court having jurisdiction. In the event that any legal or equitable action, proceeding or arbitration arises out of or concerns these Terms, the prevailing party shall be entitled to recover its costs and reasonable attorney’s fees. The parties agree to arbitrate all disputes and claims regarding these Terms or any disputes arising as a result of these Terms, whether directly or indirectly, including Tort claims that are a result of these Terms. The parties agree that the Federal Arbitration Act governs the interpretation and enforcement of this provision. The entire dispute, including the scope and enforceability of this arbitration provision shall be determined by the Arbitrator. This arbitration provision shall survive the termination of these Terms.
Class Action Waiver
Any arbitration under these Terms will take place on an individual basis; class arbitrations and class/representative/collective actions are not permitted. THE PARTIES AGREE THAT A PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN EACH’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PUTATIVE CLASS, COLLECTIVE AND/ OR REPRESENTATIVE PROCEEDING, SUCH AS IN THE FORM OF A PRIVATE ATTORNEY GENERAL ACTION AGAINST THE OTHER. Further, unless both you and i2CEO agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.