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1. ACCEPTANCE OF TERMS
IJO permits its members, who are in good standing, to access and participate in the Site (such members having access to the Site being referred to herein as "Members"), subject to the following Terms of Service ("Terms"), which may be updated from time to time by IJO. You may review the most current version of the Terms at any time, at www.independentjewelers.com. These Terms constitute the entire agreement between you and IJO regarding your access to and participation in the Site, superceding any prior agreements between you and IJO regarding the Site.
2. YOUR REGISTRATION AND CONTINUING OBLIGATIONS/TECHNICAL INTERFACE
In connection with your registration to use the Site, you will receive (or have received) a password to facilitate your access to the Site. You are responsible for maintaining the confidentiality of the password and are fully responsible for all activities that occur under your password. You agree to (a) immediately notify IJO of any unauthorized use of your password or any other breach of security, and (b) ensure that you exit from the Site at the end of each session. As a condition of having access to and using the Site, you agree to maintain your status as a Member in good standing. In order to be in good standing, you must pay your annual IJO dues when due, meet the annual minimum purchase requirements, and pay all the IJO sponsored manufacturers for purchases or services you receive from them pursuant to the terms agreed to between you and such manufacturer. You are solely responsible for the technical interface you use to obtain access to the Site (e.g., your Internet service provider and any fees associated with your Internet provider). In addition, you must provide and are responsible for all equipment necessary to access the Site. IJO is not responsible for your technical connection to the Site and does not guarantee that the Site will be operational and properly functioning at any particular time.
3. MEMBER CONDUCT
You understand that all information, data, text, software, photographs, graphics, video, audio, messages or other materials posted at any time to the Site ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that you, and not IJO, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available via the Site. IJO does not control the Content posted to the Site and, as such, does not guarantee the accuracy, integrity or quality of such Content. Under no circumstances will IJO be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, any offensive or defamatory material, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Site. By accessing the Site, you release IJO from any liability or responsibility relating to Content. It is important that each Member comply with certain rules of conduct in order to ensure that the Site is a productive forum for discussion on topics of mutual interest. Each Member is responsible for monitoring its own behavior on the Site, and IJO is not responsible for policing the Site, though it will use reasonable commercial efforts to respond to complaints as appropriate. Accordingly, as a condition to your Site access, you agree to not use the Site to:
a. upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
b. harm minors in any way;
c. impersonate any person or entity, including, but not limited to, a IJO official, forum leader, other Member, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
d. forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through or posted to the Site;
e. upload, post, email, transmit or otherwise make available any Content that is provided to you by a non-Member unless otherwise authorized by IJO;
f. upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
g. upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;
h. upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation, except in those areas (such as shopping rooms) that are designated for such purpose;
i. upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
j. disrupt the normal flow of dialogue, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges;
k. interfere with or disrupt the Site in any way, or disobey any requirements, procedures, policies or regulations of networks connected to the Site; l. intentionally or unintentionally violate any applicable local, state, national or international law; or
m. collect or store personal data about other Site users. You also agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Site, use of the Site, or access to the Site provided that you may reproduce, duplicate, or copy information on the Site for use in the ordinary course of your business or for another Member in good standing with IJO.
You acknowledge that IJO does not pre-screen Content, but that IJO and its designees shall have the right (but not the obligation) in their sole discretion to refuse or delete or move any Content that is available via the Site. Without limiting the foregoing, IJO and its designees shall have the right to remove any Content that IJO determines violates the Terms or is otherwise objectionable.
You agree that you must evaluate, and bear all risks associated with, your use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.
You agree that in the event you (a) breach any of your obligations, or (b) violate any of the standards of conduct set forth in these Terms, IJO shall have the right to revoke your password, prohibit your continued access and use of the Site, and possibly terminate your status as a Member of IJO depending on the severity of the breach or violation.
You acknowledge and agree that IJO may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the Terms; (c) respond to disputes from third parties; (d) respond to claims that any Content violates the rights of thirdparties; or (e) protect the rights, property, or personal safety of IJO, Members and the public. Complaints regarding Content should be directed to IJO at 800-624-9252 for consideration. IJO will use reasonable commercial efforts to respond to complaints, and may or may not delete challenged messages, in its sole discretion. You acknowledge that you have no expectation of privacy in any Content posted to the Site.
4. LICENSE TO CONTENT SUBMITTED
With respect to Content you submit or make available for inclusion on publicly accessible areas of the Site, you grant IJO a worldwide, royalty free and non-exclusive license to use, distribute, reproduce, modify, adapt, publicly perform and publicly display such Content on the Site for the purposes of operating and maintaining the Site (which includes, without limitation, displaying the Content on the Site and responding to any complaints).
5. INDEMNITY
You agree to indemnify, defend and hold IJO, and its subsidiaries, affiliates, officers, directors, shareholders, employees, agents and business partners, harmless from any claim or action, demand, loss, cost or expense (including without limitation, reasonable attorneys' fees and costs) made by any third party, based on or arising out of Content you submit, post, transmit or make available through the Site, your participation in the Site, your connection to the Site, your violation of the Terms, or your violation of any rights of another.
6. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that IJO may establish general practices and limits concerning access to and use of the Site, including without limitation the maximum number of days that email messages, message board postings or other uploaded Content will be retained on the Site, the maximum size of posted messages, and the maximum number of times (and the maximum duration for which) you may access the Site in a given period of time. You agree that IJO has no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained on or transmitted via the Site. You further acknowledge that IJO reserves the right to change these general practices and limits at any time, and/or to terminate the Site, or your access, at any time, in its sole discretion, with or without notice. You agree that IJO shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site or termination of your access to it.
7. LINKS
The Site may contain, or third parties may provide, links to other World Wide Web sites or resources. IJO 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.
8. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
a. YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. IJO EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
b. IJO MAKES NO WARRANTY THAT (i) THE SITE WILL MEET YOUR REQUIREMENTS, (ii) ACCESS TO THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS, AND (iv) ANY ERRORS IN THE TECHNICAL SUPPORT STRUCTURE FOR THE SITE WILL BE CORRECTED.
c. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN ISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM ANY SUCH DOWNLOAD.
9. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT IJO SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF IJO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SITE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE; OR (v) ANY OTHER MATTER RELATING TO THE SITE.
10. GENERAL INFORMATION
These Terms and the relationship between you and IJO shall be governed by the laws of the State of Connecticut without regard to its conflict of law provisions. The failure of IJO to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties'intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Site or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
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