Welcome to iinventt.com (the “Site”), a web site that lets users submit product ideas and intellectual property for possible selection by iinventt for development, commercialization, production, licensing, and/or sale.
The iinventt.com web site and its associated services (the “Services”) may be found at the domain and its related subdomains found at the Site. The Site is owned and operated exclusively by Veravelle, LLC, a California limited liability corporation d/b/a iinventt (collectively referred to herein, together with its corporate affiliates, as “iinventt”, “us”, “we” or the “Company”).
PLEASE NOTE THAT IF IINVENTT SELECTS YOUR SUBMISSION FOR DEVELOPMENT, AND IF YOU DECIDE TO PROCEED WITH ALLOWING IINVENTT TO COMMERCIALIZE YOUR PRODUCT IDEA, YOU WILL BE REQUIRED TO TRANSFER VALUABLE INTELLECTUAL PROPERTY RIGHTS TO IINVENTT FOR ITS COMMERCIAL USE.
Commonly Used Terms and their Definitions
All initial capitalized terms used in this Agreement shall have the meaning ascribed to such terms. In addition to the terms defined elsewhere in this Agreement, the following terms shall have the meaning listed below:
- “Selected Product Idea” means any Product Idea that is selected by the Company for development and/or commercialization.
- “iinventt Confidential Information” means all Product Ideas and User Content or related information submitted to the Site by a User or member of iinventt, and any confidential information generated by a third party (whether a third party involved in the development and/or commercialization of a product, and/or in a transaction regarding a product and/or regarding intellectual property in a product, or otherwise), and any other non-public Site Content or related information.
- “Idea Submitter” means any User that submits a Product Idea to the Site.
- “Intellectual Property” means any Invention, conception, idea, discovery, writing, trade name, trademark, service mark, copyright, right of publicity, mask work or any other material subject to, protected or protectable under state, federal, or foreign patent, trademark, copyright, trade secret, rights of publicity, or similar laws. Notwithstanding any U.S. or foreign legal provision to the contrary, Intellectual Property shall include any methods of doing business, and computer software and hardware and/or processes.
- “Intellectual Property Rights” means any U.S. and foreign legal and/or moral rights to any Invention, conception, idea, discovery, writing, trade name, trademark, service mark, copyright, right of publicity, mask work or any other material, wherein the rights may be filed in the future, or are pending, or are registered, or are otherwise subject to, protected or protectable under state, federal, or foreign patent, trademark, copyright, trade secret, rights of publicity, or similar laws. Notwithstanding any U.S. or foreign legal provision to the contrary, Intellectual Property shall include any methods of doing business, and computer software and hardware, and/or processes.
- “Inventions” includes conceptions, ideas, discoveries, inventions, developments and improvements, whether or not reduced to practice and whether or not patentable or otherwise within the definition of Intellectual Property.
- “Person” means any individual, trust or legal entity.
- “Personally Identifiable Information” means information that is or that can be reasonably linked to a specific User.
- “Product Idea” means Intellectual Property and/or an Invention, product concept, design or idea that is submitted by a User to the Site.
- “User Royalty” is a royalty or fee paid to a User for contributing a Product Idea as provided for herein.
- “Product Idea Revenue” is the monetary sum, in the form of net revenue, received by iinventt from the sale of a product or from the sale or licensing to a third party of Intellectual Property Rights associated with a Product Idea.
- “Proprietary Information” includes any scientific, technical, trade or business secrets of any person or entity and any scientific, technical, trade or business materials that a person or entity treats, or is obligated to treat, as confidential or proprietary, including, but not limited to, Inventions belonging to a person or entity and confidential information obtained by or given to a person or entity about or belonging to a third party.
- “Site Content” means all information on the Site and available through the Services, including without limitation designs, text, graphics, pictures, video, animation, information, applications, software, programs, music, sound, audio, schematics, illustrations, diagrams, data, and other files and creative output, in whatever format, and their selection and arrangement.
- “User” is anyone that creates an account online and is registered to post content on the Site and includes all other Persons who participate on the Site other than the Company.
- “User Account” is an account created by a User on the Site.
- “User Content” includes all information that a User may transmit to the Site and/or the Company and which may become available for use or display, including without limitation all designs, text, graphics, pictures, video, animation, information, applications, software, programs, music, sound, audio, schematics, illustrations, diagrams, data, and other files and creative output, in whatever format. User Content includes any Product Idea submitted by a User. User Content also includes information a User provides to iinventt outside of the Site in relation to User Content transmitted to the Site, and such information shall constitute User Content transmitted to the Site under this Agreement.
iinventt Control of the Site and Services
You acknowledge that iinventt is a service provider that has created the Site to allow Users to interact via the Site with iinventt personnel regarding topics and content chosen by Users. iinventt reserves the right to limit any User Content posted by a User to the Site, including, without limitation Product Ideas.
Basic Description of User Participation on the Site
To summarize generally how the Site functions:
- Product Ideas are submitted by Users. All Product Ideas are viewable by select members of iinventt’s staff. In addition, all postings on the site automatically become available to the Company, when they are posted, for consideration by the Company for selection for development and/or commercialization, production and sale.
- Once a Product Idea submission satisfies certain required elements, which the Company shall choose in its sole discretion and as set forth on the Site, the Product Idea automatically becomes subject to consideration by the Company for selection for development and/or commercialization, production and sale (although the Company may choose to evaluate the Product Idea before it satisfies the required elements if the Company so chooses). The Company will normally, however, select or reject Product Ideas made available by Idea Submitters for consideration by the Company, subject to satisfaction of the aforementioned required elements.
- The Company may, at its sole discretion and at any time, taking into consideration a variety of factors, select a Product Idea for development and/or commercialization, production and sale.
- If a Product Idea is selected by the Company for development and/or commercialization, production and sale, the Idea Submitter will be required to transfer to the Company all Intellectual Property Rights the Idea Submitter has or may have in the Selected Product Idea before any development and/or commercialization, production and sale may occur.
- The Company may choose to commercialize the Selected Product Idea by manufacturing and selling a physical embodiment of the Selected Product Idea and/or by transferring Intellectual Property Rights in the Selected Product Idea to another party.
- The Company may determine, in its sole discretion, whether to distribute a User Royalty based on revenues received from the commercialization of a Selected Product Idea to the Idea Submitter. The amount of such User Royalty shall be at the soles discretion of the Company.
THE SELECTION, DEVELOPMENT, MANUFACTURE, SALE AND COMMERCIALIZATION OF ANY PRODUCT IDEA IS SUBJECT TO THE COMPANY’S SOLE AND ABSOLUTE DISCRETION AND THE COMPANY RESERVES THE RIGHT, FOR ANY OR NO REASON, TO (I) REJECT ANY SUBMITTED PRODUCT IDEA, (II) REFUSE TO CONSIDER ANY SUBMITTED PRODUCT IDEA, (III) TERMINATE THE DEVELOPMENT OR ANY PHASE RELATED TO A SELECTED PRODUCT IDEA, (IV) TERMINATE THE SALE AND OR MANUFACTURE OF ANY SELECTED PRODUCT IDEA, OR (V) SELL, LICENSE, OR TRANSFER A SELECTED PRODUCT IDEA, AND/OR ANY INTELLECTUAL PROPERTY RELATED THERETO, TO ANY THIRD PARTY.
Because the Company may elect in its sole discretion to not commercialize or to cease commercializing any Selected Product Idea at any time, there can be no guarantee that you will ever receive any payments or actual compensation in connection with your Product Idea.
Certain aspects of the Site, such as submitting a Product Idea, may be for a fee or other charge. These fees and charges are described on the Site, and in the event you elect to use paid aspects of the Services, you agree to the pricing, payment and billing policies applicable to such fees and charges, posted on the Site. iinventt may add new services for additional fees and charges, or proactively amend fees and charges for existing services, at any time in its sole discretion. All fees paid to the Company are solely for services provided by the Company through the Site and no payments made in connection with the Site should be made with any expectation by a User to receive any return payment, including any portion of Product Idea Revenue or User Royalty from the Company.
Service Interruptions and Site Changes
iinventt reserves the right to interrupt the Site with or without prior notice for any reason or no reason. You agree that iinventt will not be liable for any interruption of the Site, delay or failure to perform. iinventt has the right at any time for any reason or no reason to change and/or eliminate any aspect(s) of the Site and/or the Services as it sees fit in its sole discretion.
Registration Data; Account Security
In consideration of your use of the Site, you agree to (a) provide accurate, current and complete information about you as may be prompted by any registration forms on the Site (“Registration Data”), including, but not limited to, your full legal name, postal address, city, state and country of residence, and country of citizenship; (b) maintain the security of your password and identification; (c) maintain and promptly update the Registration Data and any other information you provide to Company, and keep it accurate, current and complete; and (d) be fully responsible for all use of your account and for any actions that take place using your account.
Proprietary Rights in Site Content; Limited License
Ownership of and Licensing of User Content
You further acknowledge and agree that any compensation that you might receive as a result of submitting such Product Idea and/or User Content and its inclusion in a successfully commercialized Product Idea, may be inadequate or below fair market value, and you expressly agree to bear such risk in connection with submitting to iinventt or posting on the Site any Product Idea and/or User Content. The provisions of this Section and this Agreement may be specifically enforced by either the Company or any third party who is assigned or licensed or granted rights in such User Content by the Company or by operation of law, including, but not limited to any successor, licensee, assigns and/or legal representatives of iinventt, and any such third party is intended to be a third party beneficiary of this provision.
You further understand and agree that you have the right to consult with legal counsel of your choosing before you enter into this Agreement, and before submitting any Product Idea and/or User Content to the Site.
You further understand and agree that: (i) you are solely responsible for understanding all copyright, patent, trademark, trade secret and other intellectual property or other laws that may apply to your User Content hereunder, including without limitation, any rights or obligations you may or may not have concerning open source software; and, (ii) you are solely responsible for, and the Company will have no liability in connection with, the legal consequences of any actions or failures to act on your part while using the Site, including without limitation any legal consequences relating to your or any other Person’s Intellectual Property Rights or Proprietary Information.
iinventt also has the right herein to retain ownership of User account data, regardless of any Intellectual Property Rights in User Content. You agree that you do not own the account you use to access the Site, nor do you own any data iinventt stores on its servers (including without limitation any data representing or embodying any or all of your User Content). In addition, you do not have any rights of access to the Site, the Services or any rights to data stored by or on behalf of the Company, other than as determined by the Company at its sole discretion.
Other Parties’ Rights in Content
You acknowledge that Site Content may be provided under license by independent content providers. You acknowledge that the Company may have rights in the Site Content under copyright and other applicable laws and treaty provisions, and that except as described in this Agreement, such rights are not licensed or otherwise transferred by mere use of the Services or posting on the Site. You accept full responsibility and liability for your use of any Site Content in violation of any such rights. You agree that your creation or submission of any User Content is not in any way based upon any expectation of compensation from the Company.
“iinventt” and other iinventt product names, brands, graphics, logos, designs, page headers, button icons, scripts and service names used by iinventt to identify the Services, Site and/or other services and/or products owned by iinventt are registered trademarks, trademarks or trade dress (collectively, the “Marks”) of iinventt in the U.S. and/or other countries. The Marks may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion or association or affiliation with iinventt and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.
You agree that the Company has the absolute right and permission to use your name, voice, image, likeness, rights of publicity and your applicable User compensation information, including, for example, any User Royalty paid, as well as representations made by you, in any media (including, without limitation, television, print, radio and the Internet), world-wide, for the purposes of advertising, promoting, reporting and disseminating information about the Company, the Company’s business or a Product Idea.
Conduct by Users; Prohibited Conduct
You agree that you shall not: (i) take any action or upload, post, e-mail or otherwise transmit to or via the Site any User Content that infringes or violates any third party rights, including without limitation any Intellectual Property Rights, or that constitutes any other Person’s Proprietary Information; (ii) take any action or upload, post, e-mail or otherwise transmit to or via the Site any User Content that the User is prohibited from providing to iinventt or submitting to the Site by any applicable federal, state, or foreign law.; (iii) take any action, written or otherwise, which is intended, or would reasonably be expected, to harm the Company or its affiliates or its or their reputation or which would reasonably be expected to lead to unwanted or unfavorable publicity to the Company; (iv) impersonate any Person without their consent, including, but not limited to, a iinventt employee, or falsely state or otherwise misrepresent your affiliation with any Person; (v) take any action or upload, post, e-mail or otherwise transmit to or via the Site any User Content that violates any law or regulation; (vi) take any action or upload, post, e-mail or otherwise transmit to or via the Site any User Content as determined by iinventt at its sole discretion that is illegal, harmful, threatening, violent, abusive, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable; (vii) take any actions or upload, post, e-mail or otherwise transmit to or via the Site any User Content that contains any viruses, Trojan horses, worms, spyware, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or Personally Identifiable Information; (viii) take any action or upload, post, email or otherwise transmit to or via the Site any User Content or Product Ideas or Proprietary Information that would violate any right or duty under any law or under contractual or fiduciary relationships (including, but not limited to, any inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (ix) upload, post, email or otherwise transmit to or via the Site any unsolicited or unauthorized advertising, or promotional materials, that are in the nature of “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation that the Company considers in its sole discretion to be of such nature; (x) interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services; (xi) attempt to gain access to any other User’s account or password; or (xii) “stalk”, abuse or attempt to abuse, or otherwise harass another user; (xiii) charge any third party for use of the Site or the Services; or (xiv) modify, adapt, reverse engineer, decompile or attempt to discover the source code of the Site or any of its algorithms that are utilized to allocate Influence. Any violation by you of the terms of the foregoing may result in immediate and permanent suspension or cancellation of your account and the forfeiture of any accrued User Royalty and any amounts otherwise due to you from the Company, and you expressly waive all rights, claims, and/or causes of action against iinventt in connection with the same.
Copyright Infringement Complaints
We respect the intellectual property rights of others and we prohibit Users from uploading, posting or otherwise transmitting on the Site or via the Services any materials that violate another party’s Intellectual Property Rights or that constitutes another Person’s Proprietary Information. Any infringing materials posted by any User can be identified and removed pursuant to iinventt’s Digital Millennium Copyright Act (the “DMCA”) compliance process, provided herein, and you agree to comply with such process in the event you are involved in any claim of copyright infringement to which the DMCA may be applicable.
If you believe that any Site Content infringes a copyright, please send a notice of copyright infringement containing the following information to [email address]@iinventt.com:
- Identification of copyrighted material allegedly being infringed, including an attached file containing the copyrighted material;
- Identification of the Site Content claimed to be infringing including the specific location within the Site of the allegedly infringing Site Content;
- Your contact information, including address, telephone number and e-mail address, and an indication whether you are the copyright owner, or, if you are not the owner of the copyright that has been allegedly infringed, an explanation of your relationship to the copyright owner;
- A statement that you have a good faith belief that the allegedly infringing Site Content is not authorized by the copyright owner, its agent, or the law, and that under penalty of perjury, the information provided is accurate, and you are authorized to make the complaint on behalf of the copyright owner; and
- Your signature.
iinventt will, upon receiving your notice of copyright infringement, if that notice complies with the foregoing five requirements, take one or more of the following actions: (a) reasonably determine that the allegedly infringing Site Content is not infringing, and allow the Site Content to remain, (b) contact the Person who posted the allegedly infringing Site Content concerning your notice of infringement, and/or (c) remove the allegedly infringing Site Content. By your use of this Site, you expressly agree to and accept the foregoing DMCA compliance process, acknowledge its compliance with U.S. Copyright law, and waive any and all claims against iinventt directly relating to, or arising from, the foregoing DMCA compliance process.
Repeat Infringer Policy
In accordance with the DMCA and other applicable law, iinventt has adopted a policy of terminating, in appropriate circumstances and at iinventt’s sole discretion, Users who are deemed to be repeat infringers. iinventt may also at its sole discretion limit access to the Site and/or terminate the accounts of any Users who infringe any Intellectual Property Rights, or who disclose iinventt Confidential Information and/or Proprietary Information of others, whether or not there is any repeat infringement or disclosure. Any amounts that may otherwise be or may become due from the Company to any User, who has submitted User Content that infringes any Intellectual Property Rights and/or Proprietary Information of any other Person is subject to forfeiture, at the sole discretion of the Company.
Monitoring User Content
iinventt is not responsible or liable in any manner for any User Content posted on the Site or in connection with the Services. Although we provide rules for User conduct and postings and reserve the rights set forth in this Agreement, we are not responsible for what Users post, transmit or share on the Site and are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable Site Content you may encounter on the Site or in connection with any User Content. The Company is not responsible for the conduct, whether online or offline, of any User of the Site or Services.
Disputes Between Users
As a condition of access to the Site and the Services, you release iinventt (and iinventt’s shareholders, affiliates, directors, officers, subsidiaries, employees, and agents) from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any dispute you have or claim to have with one or more Users of the Site; including, without limitation, any claim that another User infringes upon your Intellectual Property Rights in any User Content that you may provide.
All Data on the Company’s Servers is subject to Deletion, Alteration or Transfer
When using the Site or the Services, you may accumulate Site Content, objects, items, scripts, or other value or status indicators that reside as data on the Company’s servers. THIS DATA, AND ANY OTHER DATA, ACCOUNT HISTORY AND ACCOUNT NAMES RESIDING ON IINVENTT’S SERVERS, MAY BE DELETED, ALTERED, MOVED OR TRANSFERRED AT ANY TIME FOR ANY REASON IN IINVENTT’S SOLE DISCRETION. Notwithstanding the foregoing, the Company will maintain back-up records related to any actual accumulated unpaid cash amounts earned by Users, and to the extent such information is deleted or otherwise altered, the Company will use its best efforts to accurately recreate such information to satisfy its payment obligations.
YOU ACKNOWLEDGE THAT, NOTWITHSTANDING ANY COPYRIGHT OR OTHER INTELLECTUAL PROPERTY RIGHTS YOU MAY HAVE WITH RESPECT TO USER CONTENT YOU POST ON THE SITE, AND NOTWITHSTANDING ANY VALUE ATTRIBUTED TO SUCH USER CONTENT OR OTHER DATA BY YOU OR ANY THIRD PARTY, IINVENTT DOES NOT PROVIDE OR GUARANTEE, AND EXPRESSLY DISCLAIMS (SUBJECT TO ANY UNDERLYING INTELLECTUAL PROPERTY RIGHTS IN THE USER CONTENT OR SITE CONTENT), ANY VALUE, CASH OR OTHERWISE, ATTRIBUTED TO ANY DATA RESIDING ON THE COMPANY’S SERVERS.
YOU UNDERSTAND AND AGREE THAT IINVENTT HAS THE RIGHT, BUT NOT THE OBLIGATION, TO REMOVE ANY SITE CONTENT (INCLUDING YOUR USER CONTENT) IN WHOLE OR IN PART AT ANY TIME FOR ANY REASON OR NO REASON, WITH OR WITHOUT NOTICE AND WITHOUT ANY LIABILITY OF ANY KIND.
All Services are Provided “as is” Without Express or Implied Warranties
IINVENTT PROVIDES THE SITE, THE SERVICES, YOUR ACCOUNT AND ALL RELATED GOODS AND SERVICES STRICTLY ON AN “AS IS” BASIS, PROVIDED AND ACCEPTED AT YOUR OWN RISK, AND HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
Without limiting the foregoing, the Company does not warrant or guarantee that it can ensure continuous, error-free, secure or virus-free operation of the Services, the Site or your account, and you understand that you shall not be entitled to make any claim based on iinventt’s failure to provide any of the foregoing other than as explicitly provided in this Agreement. Some jurisdictions do not allow the disclaimer of implied warranties, and to that extent, the foregoing disclaimer may not apply to you.
All Services Provided and Sales Made on “As Is”, No Refund Basis
THERE WILL BE NO REFUNDS FOR ANY REASON UNLESS OTHERWISE STATED BY THE COMPANY IN WRITING ON THIS SITE. ALL SALES MADE BY THE COMPANY ARE FINAL, MADE WITHOUT ANY GUARANTEE, STRICTLY ON AN “AS IS” BASIS, AND PROVIDED AND ACCEPTED AT YOUR OWN RISK. IINVENTT HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. BY MAKING A PURCHASE WITH THE COMPANY, YOU HAVE READ AND UNDERSTAND OUR NO REFUNDS POLICY.
iinventt’s liability to you is expressly limited, to the extent allowable under applicable law
IN NO EVENT SHALL IINVENTT OR ANY OF ITS SHAREHOLDERS, AFFILIATES, DIRECTORS, OFFICERS, SUBSIDIARIES, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION ANY DAMAGES FOR LOST PROFITS, ARISING (WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE) OUT OF OR IN CONNECTION WITH THE SERVICES OR THE SITE (INCLUDING WITHOUT LIMITATION ITS MODIFICATION OR TERMINATION), YOUR ACCOUNT (INCLUDING WITHOUT LIMITATION ITS TERMINATION OR SUSPENSION) OR THIS AGREEMENT, WHETHER OR NOT THE COMPANY MAY HAVE BEEN ADVISED THAT ANY SUCH DAMAGES MIGHT OR COULD OCCUR AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. IN ADDITION, IN NO EVENT WILL IINVENTT’S CUMULATIVE LIABILITY TO YOU FOR DAMAGES OF ANY KIND OR NATURE EXCEED ONE HUNDRED DOLLARS (U.S. $100.00).
Some jurisdictions do not allow the foregoing limitations of liability, so to the extent that any such limitation is impermissible, such limitation may not apply to you. You agree that iinventt shall not be held responsible or liable for anything that occurs or results from accessing the Site or participating in the Services.
You hereby agree to defend, indemnify and hold harmless iinventt, its shareholders, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensees, distributors, successors and assigns and other Users of the Services, from all damages, liabilities, claims and expenses, including without limitation attorneys’ fees and costs, arising from any breach of this Agreement by you, or from your use of the Services. You agree to defend, indemnify and hold harmless the Company, its shareholders, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensees, and distributors, successors and assigns from all damages, liabilities, claims and expenses, including without limitation attorneys’ fees and costs, arising from any claims by third parties that your activity on the Site or your User Content (including your User Content as incorporated in a commercialized Product Idea) infringes upon, violates or misappropriates any of their Intellectual Property Rights or discloses their Proprietary Information.
Right of Set-Off
Dispute Resolution; Governing Law; Venue and Jurisdiction
Arbitration under this Agreement shall be conducted by the American Arbitration Association (the “AAA”) under its Commercial Arbitration Rules and, in the case of consumer disputes, the AAA’s Supplementary Procedures for Consumer Related Disputes ( the “AAA Consumer Rules”) (collectively the “AAA Rules”). The location of the arbitration and the allocation of costs and fees for such arbitration shall be determined in accordance with such AAA Rules and shall be subject to the limitations provided for in the AAA Consumer Rules (for consumer disputes). The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
The Site and the Services is controlled and operated by iinventt from its offices within the United States of America. The Company makes no representation that any aspect of the Services is appropriate or available for use in jurisdictions outside of the United States. Those who choose to access the Services, whether from the U.S. or from other locations are responsible for compliance with all applicable local laws, including, but not limited to, any city, state, federal, U.S. and/or foreign laws. You must comply with all export and import laws and restrictions and regulations of any United States or foreign agency or authority relating to the Services and its use.
The Company’s failure to act with respect to a breach by you or others does not waive iinventt’s right to act with respect to that breach or subsequent or similar breaches. No consent or waiver by iinventt under this Agreement shall be deemed effective unless delivered in a writing signed by a duly appointed officer of the Company. All or any of iinventt’s rights and obligations under this Agreement may be assigned to any successor, legal representative, transferree or assignee of iinventt’s choosing, including, but not limited to any subsequent owner or operator of the Site and/or the Services as a result of a merger, acquisition or sale of all or substantially all of the Company’s assets. You may not assign or transfer this Agreement or any or all of your rights or obligations hereunder without the prior written consent of the Company, and any attempt to do so is void. Notwithstanding anything else in this Agreement, no default, delay or failure to perform on the part of iinventt shall be considered a breach of this Agreement if such default, delay or failure to perform is shown to be due to causes beyond the reasonable control of iinventt.
This Agreement sets forth the entire understanding and agreement between you and iinventt with respect to the subject matter hereof. The section headings used herein, including descriptive headings, are for convenience only and shall not affect the interpretation of this Agreement. If any provision of this Agreement shall be held by a court of competent jurisdiction to be unlawful, void, or for any reason unenforceable, then in such jurisdiction that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of the remaining provisions.
iinventt may give notice to you by means of a general notice on the Site, and may provide legal notices and/or service of process to you by electronic mail to your e-mail address in our records for your Account, or by written communication sent by first class mail, postage prepaid, or overnight courier to your address on record for your Account. All notices given by you or required under this Agreement from you to iinventt, not including service of process, shall be mailed to us at [email address]@iinventt.com unless otherwise provided in this Agreement; provided, however, that a copy of any legal papers served on iinventt must also be emailed to us at [email address]@iinventt.com in addition to service of process by such means provided under California law.