The following describes the terms on which ISN Software Corporation ("ISN") offers you access to our ISNetworld service.
Welcome to the User Agreement for ISNetworld. This User Agreement describes the terms and conditions applicable to your use of our services available under or related to the domain and sub-domains of www.ISN.com or www.ISNetworld.com (“ISNetworld-Related Services”), including all content such as programs, modules, text, information, images, video, site structure, and process flow (the “Content”) and all information made available to you through ISNetworld by ISN or any other party. If you do not agree to be bound by the terms and conditions of this User Agreement, do not use or access our services. The terms “you” and “your” in this Agreement refer to the company and its affiliates on whose behalf individual users access ISNetworld. The terms “we”, “us”, “our” and “ISN” refers to ISN Software Corporation, a Delaware corporation.
Our services are available only to individuals and organizations that can form legally binding contracts under applicable law. Without limiting the foregoing, our services are not available to minors or to temporarily or indefinitely suspended ISNetworld users.
The annual subscription fee and set-up costs may be viewed at: http://isnetworld.com/whatwedo.aspx. We may change our fees for our services from time to time, but such changes will not apply to you until the next annual renewal of your subscription. No refunds or credits will be extended.
We require a username and password system to secure access to our site. However, ISNetworld cannot and does not confirm each user's purported identity. You agree that you are solely responsible for: (1) maintaining the strict confidentiality of your usernames and passwords; (2) not allowing others to use your username to access the site; (3) any losses that may be incurred or suffered as a result of your failure to maintain the confidentiality of your usernames and passwords; and (4) promptly informing ISN in writing of the need to deactivate a username resulting from actual or potential security concerns. Because we cannot confirm each user's identity, you release ISN (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) (each a “Claim”) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with a Claim that arises from our inability to confirm user identity other than such Claims that result solely and directly from ISN’s breach of this User Agreement, gross negligence or willful misconduct.
We do not control all information provided by other users and data providers that is made available through our system. You may find other users’ or data providers’ information to be offensive, harmful, inaccurate, or deceptive. Please use caution, common sense, and safe practices when using our site.
Without limiting any other remedies, ISN may suspend or terminate your account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with our site.
You agree that you will not use any device, software or routine to interfere or attempt to interfere with the proper working of the ISNetworld site or any activities conducted on our site. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on our infrastructure. Much of the information on our site is updated on a real time basis and is proprietary or is licensed to ISN by our users or third parties. You agree that you will not copy, reproduce, alter, modify, create derivative works, or publicly display any content (except for Your Information) from our website without the prior expressed written permission of ISN or the appropriate third party.
We encourage you to submit feedback suggestions to email@example.com.
Without limiting other remedies, we may immediately revoke your user access, warn our community of your actions, issue a warning, temporarily suspend, indefinitely suspend or terminate your membership and refuse to provide our services to you if: (a) you breach this User Agreement or the documents it incorporates by reference; (b) we are unable to verify or authenticate any information you provide to us; or (c) we believe that your actions may cause financial loss or legal liability for you, our other users or us.
WE, OUR SUBSIDIARIES, EMPLOYEES AND OUR SUPPLIERS PROVIDE OUR WEB SITE AND SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. WE, OUR SUBSIDIARIES, EMPLOYEES AND OUR SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Some jurisdictions do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights that vary from jurisdiction to jurisdiction.
IN NO EVENT SHALL WE, OUR SUBSIDIARIES, EMPLOYEES OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR SITE, OUR SERVICES OR THIS USER AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE).
OUR LIABILITY, AND THE LIABILITY OF OUR SUBSIDIARIES, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE AMOUNT OF FEES YOU PAY TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this User Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
All parties to this User Agreement shall comply with applicable domestic and international laws, statutes, ordinances and regulations regarding your use and our provision of the ISNetworld-Related Services.
You and ISN are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this User Agreement.
Except as explicitly stated otherwise, any notices shall be given to ISN by email to firstname.lastname@example.org and to you by email to the email address you provide to ISN during the registration process (in your case). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to ISN during the registration process. In such case, notice shall be deemed given three days after the date of mailing.
Any legal controversy or legal claim arising out of or relating to this User Agreement or our services, excluding legal action taken by ISN to collect our fees and/or recover damages for, or obtain an injunction relating to, the ISNetworld site operations, intellectual property, and our services, shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in Dallas, Texas, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Either you or ISN may seek any interim or preliminary relief from a court of competent jurisdiction in Dallas, Texas necessary to protect the rights or property of you or ISN pending the completion of arbitration. Should either party file an action contrary to this provision, the other party may recover its reasonable attorney's fees and costs.
Through its RAVS programs, ISN may perform review and verification of vendor-reported information to assist Owner Clients in determining vendor compliance with specified regulatory and/or Owner Client requirements. RAVS review and verification results are provided as guidance to assist Owner Clients in reviewing vendor compliance with specified regulatory standards and/or Owner Client requirements, but are not intended, and should not be relied upon, to ensure compliance with such regulations or requirements (see http://www.isnetworld.com/Homepage/disclaimer.aspx for applicable RAVS disclaimers). Each user is solely responsible for ensuring the full compliance of each vendor with all applicable Owner Client, State, Provincial and Federal regulations and requirements.
The following policies are incorporated into this User Agreement by reference and provide additional terms and conditions related to specific services offered on our site:
Our policies may be changed from time to time and are effective thirty (30) days after we post the changes on our site. In addition, when using particular services on our site, you agree that you are subject to any posted policies or rules applicable to services you use through our site, which may be posted from time to time. All such posted policies or rules are hereby incorporated by reference into this User Agreement.
This User Agreement shall be governed in all respects by the laws of the State of Texas as such laws are applied to agreements entered into and to be performed entirely within Texas between Texas residents. We do not guarantee continuous, uninterrupted or secure access to our services, and operation of our site may be interfered with by numerous factors outside of our control. If any provision of this User Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions, together with a valid, enforceable replacement provision, shall be enforced. You agree that this User Agreement and all incorporated agreements may be automatically assigned by ISN, in our sole discretion, to a third party in the event of a merger or acquisition. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. This User Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof. Sections 2 (Fees and Services) with respect to fees owed for our services, 3 (Identity Verification), 6.3 (License to Your Information), 6.5 (Property Rights), 6.6 (Confidential Information), 7 (Access and Interference), 10 (Privacy), 12 (Liability Limit), 13 (Indemnity) and 17 (Arbitration) shall survive any termination or expiration of this User Agreement.
We encourage you to report all user-to-user disputes to your local law enforcement, postmaster general, or a certified mediation or arbitration entity.