1. ACCEPTANCE OF TERMS
In subscribing to the Inframanage membership, you are entitled to the website and multimedia services that Inframanage Ltd. is providing subject to the Terms of Service (“TOS”) described hereto. This TOS may be updated from time to time without prior notice.
Furthermore, your use of any particular resources that Inframanage owns and operates is subject to any published procedures and rules related such resources. Such procedures and rules may be changed from time to time.
Please refer to the TOS for guidelines and rules regarding use of Inframanage materials and services.
2. DESCRIPTION OF SERVICE
Inframanage allows subscribers to access its collection of resources, composed of videos, PDF, audio recordings, listings and personalised contents through its online portal and any medium or device published now or hereafter (to be known as “Service”).
You also acknowledge and agree that the Service may include the following:
- Advertisements, which Inframanage needs to provide the Service;
- Communications from Inframanage, such as announcements, administrative, and newsletter(s) relevant to the Service and that these communications are considered part of your membership;
- Any new products and features that improve or enrich the current Service shall be covered by the TOS.
You understand and agree that the Service is given on an “as-is” basis and that Inframanage is not bounded by the timeliness, deletion, mis-delivery or neglecting to save any user information or setting, failure of hardware and software devices.
Getting access to the Service is your sole responsibility and if access may entail third-party fees (such as Internet service provider or airtime charges) you are responsible for its payment. You are also responsible for those fees connected with the display or delivery of advertisements.
Furthermore, you must be responsible to afford yourself the equipment needed to avail of the Service.
3. YOUR REGISTRATION OBLIGATIONS
For using the Service, Inframanage assumes that you are of legal age to form a binding contract and you are not a person prohibited from accepting services under the laws of New Zealand or other applicable authority.
You also agree to provide true, correct, current and comprehensive information about yourself as requested through the Service’s subscription form. You shall also maintain and promptly update the subscription data to make consistently the information true, correct, current and comprehensive.
Inframanage has the right to suspend or terminate your subscription and hinder your usage of the Service, any and all current or future if you have supplied any information that is untrue, inaccurate, not current or incomplete, or if Inframanage has reasonable bases to suspect that the data you provided are untrue, inaccurate, not current or incomplete.
5. MEMBER ACCOUNT, PASSWORD, AND SECURITY
After accomplishing the Service’s subscription process, you will create a password and account designation. Maintaining confidentiality of the password and security of your account is your responsibility. You are fully responsible for all activities that happens through the use of your password or account.
You agree to (a) inform immediately Inframanage of any unauthorized use of your password or account or any other breach of security, and (b) safeguard your account by making sure you exit or logout from your account after each session.
Inframanage cannot and will not be accountable for whatever loss or damage as a result of your neglect or failure to follow this Section 5.
6. MEMBER CONDUCT
You acknowledge and understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, tags, or other related materials, whether publicly posted or privately transmitted (“Content”), are the sole responsibility of the person from whom such Content originated. This means that Inframanage is not responsible for all Content you upload, post, email, transmit or otherwise make available through the Service. You are entirely responsible for it.
Inframanage does not control the Content published via the Service and therefore, Inframanage cannot guarantee the accuracy, integrity or quality of such Content. You understand that in using the Service, you may encounter Content that is offensive, indecent, or objectionable. You acknowledge and understand that under no circumstance will Inframanage be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind sustained as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Service.
You agree to not use the Inframanage Service to:
- upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
- harm minors in any way;
- impersonate any person or entity, including, but not limited to, an Inframanage official, website admin, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- forge headers, trademarks or otherwise manipulate identification marks to mask the origin of any Content transmitted through the Inframanage Service;
- 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);
- upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other intellectual or proprietary rights (“Rights”) of any party;
- upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising or promotional materials, except in those areas (such as shopping) that are designated for such purpose; in no event , however, is junk mail, spam, chain letters, pyramid or Ponzi schemes, or the like allowed;
- 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;
- disrupt the normal flow of dialogue, cause a screen to “scroll” faster than other users of the Service are able to type, or otherwise act in a manner that negatively affects other users’ ability to engage in real time exchanges;
- interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
- intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the Securities Commission of New Zealand, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law;
- provide material support or resources (or conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act;
- “stalk” or otherwise harass another; and/or
- collect or store personal data about other users in connection with the prohibited conduct and activities set forth in the items above.
You acknowledge that Inframanage may or may not pre-screen Content, but that Inframanage and its designees shall have the right (but not the obligation) in its sole discretion to pre-screen, refuse, or move any Content that is available via the Service. Without limiting the foregoing, Inframanage and its designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable.
You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content, including without limitation information in message boards and in all other parts of the Service.
You acknowledge, consent, and agree that Inframanage may access, preserve and disclose your account information and Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOS; (c) respond to claims that any Content violates the rights of third parties; (d) respond to your requests for customer service; or (e) protect the rights, property, or personal safety of Inframanage, its principals, employees, associates, affiliates, users, and the public.
You understand that the technical processing and transmission of the Service, including your Content, may involve: (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
You understand that your Inframanage account login details are for your sole use only and you agree not to share it to multiple users.
You understand that the Service and software embodied within the Service may include security components that permit digital materials to be protected, and that use of these materials is subject to usage rules set by Inframanage and/or content providers who provide content to the Service. You may not attempt to override or circumvent any of the usage rules embedded into the Service.
Any unauthorized reproduction, publication, further distribution, or public exhibition of the materials provided on the Service, in whole or in part, is strictly prohibited.
7. INTERSTATE NATURE OF COMMUNICATIONS ON INFRAMANAGE NETWORK
When you register, you acknowledge that in using Inframanage services to send electronic communications you will be causing communications to be sent through Inframanage’s computer networks, which are located in various locations in New Zealand and through third party services and networks, which are located abroad.
As a result, and also as a result of Inframanage’s network architecture, business practices, and the nature of electronic communications, even communications that seem to be intrastate in nature can result in the transmission of interstate communications regardless of where one is physically located at the time of transmission.
Accordingly, by agreeing to this TOS, you acknowledge that use of the service results in interstate and international data transmissions.
8. SPECIAL ADMONITIONS FOR INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from New Zealand or the country in which you reside.
9. CONTENT SUBMITTED OR MADE AVAILABLE FOR INCLUSION ON THE SERVICE
Inframanage does not claim ownership of Content you submit or make available for inclusion on the Service, however, with respect to Content you submit or make available for inclusion on publicly-accessible areas of the Service, you grant Inframanage and its Affiliate Companies the following worldwide, royalty-free, and non-exclusive license(s), as applicable:
* With respect to photos, graphics, audio, or video you submit or make available for inclusion on publicly-accessible areas of the Service, the license to use, distribute, reproduce, modify, adapt, publicly perform, and publicly display such Content on the Service. This license exists only for as long as you elect to continue to include such Content on the Service and terminates at the time you or Inframanage removes such Content from the Service.
* With respect to Content other than photos, graphics, audio or video you submit or make available for inclusion on publicly-accessible areas of the Service, the perpetual, irrevocable and fully sublicensable license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform, and publicly display such Content (in whole or in part) and to incorporate such Content into other works in any format or medium now known or later developed.
“Publicly accessible” areas of the Service are those areas of the Inframanage network of properties that are intended by Inframanage to be available to the general public.
You agree to indemnify and hold Inframanage and its Affililiate Companies, and their officers, agents, employees, partners, and licensors harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of Content you submit, post, transmit or otherwise make available through the Service, your use of the Service, your connection to the Service, your violation of the TOS, or your violation of any rights of another.
11. NO RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell, trade, resell, or exploit for any commercial purposes, any portion of the Service (including your membership ID), use of the Service, or access to the Service.
12. GENERAL PRACTICES REGARDING USE AND STORAGE
You understand and acknowledge that Inframanage may establish general practices and limits about the use of the Service, including without limitation the maximum number of days the Service may retain uploaded Content, the maximum number and size of email messages that an account on the Service may be sent from or received, the maximum disk space that will be allotted on Inframanage’s servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time.
You agree that Inframanage has no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Service. You acknowledge that Inframanage reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that Inframanage reserves the right to modify these general practices and limits from time to time without notice.
13. MODIFICATIONS TO SERVICE
Inframanage reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Inframanage shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Service for any reason.
You agree that Inframanage may, in its exclusive discretion and without prior notice, immediately terminate your account, deny access to any and all associated Content entered by you or related parties, and deny access to the Service for reasons that include, but are not limited to the following:
(a) breaches or violations of the TOS or other incorporated agreements or guidelines;
(b) requests by law enforcement or other government agencies;
(c) a request by you (self-initiated account deletions);
(d) discontinuance or material modification to the Service (or any part thereof);
(e) unexpected technical or security issues or problems; (f) extended periods of inactivity;
(f) engagement by you in fraudulent or illegal activities; and/or
(g) nonpayment of any fees owed by you in connection with the Services.
Termination of your account includes (a) removal of access to all offerings within the Service, (b) deletion of your password and all related information, files, and content associated with or inside your account (or any part thereof), and (c) barring of further use of the Service.
Further, you agree that Inframanage shall not be liable to you or any third party for any such termination of your account, any associated email address, or access to the Service.
15. DEALINGS WITH ADVERTISERS
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such advertiser.
You agree that Inframanage shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Service.
The Service may provide, or third parties may provide, links to other websites or resources. Because Inframanage has no control over such sites and resources, you acknowledge and agree that Inframanage 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. You further acknowledge and agree that Inframanage shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
17. INFRAMANAGE PROPRIETARY RIGHTS
You acknowledge and agree that the Service and any necessary software used in connection with the Service (“Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws.
You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Service or by advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as otherwise provided or expressly authorized by Inframanage, you agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Service or the Software, in whole or in part.
18. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
a. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. INFRAMANAGE, AND THEIR OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM 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 NON-INFRINGEMENT.
b. INFRAMANAGE AND ITS OFFICERS, EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS, MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
c. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
d. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM INFRAMANAGE OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
e. A SMALL PERCENTAGE OF USERS MAY EXPERIENCE EPILEPTIC SEIZURES WHEN EXPOSED TO CERTAIN LIGHT PATTERNS OR BACKGROUNDS ON A COMPUTER SCREEN OR WHILE USING THE SERVICE. CERTAIN CONDITIONS MAY INDUCE PREVIOUSLY UNDETECTED EPILEPTIC SYMPTOMS EVEN IN USERS WHO HAVE NO HISTORY OF PRIOR SEIZURES OR EPILEPSY. IF YOU, OR ANYONE IN YOUR FAMILY, HAVE AN EPILEPTIC CONDITION, CONSULT YOUR PHYSICIAN PRIOR TO USING THE SERVICE. IMMEDIATELY DISCONTINUE USE OF THE SERVICE AND CONSULT YOUR PHYSICIAN IF YOU EXPERIENCE ANY OF THE FOLLOWING SYMPTOMS WHILE USING THE SERVICE: DIZZINESS, ALTERED VISION, EYE OR MUSCLE TWITCHES, LOSS OF AWARENESS, DISORIENTATION, ANY INVOLUNTARY MOVEMENT, OR CONVULSIONS.
19. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT INFRAMANAGE, AND ITS OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU 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 SUCH LOSSES ARE REASONABLY FORESEEABLE OR INFRAMANAGE HAS ACTUAL NOTICE OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (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 SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.
20. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 17 AND 18 MAY NOT APPLY TO YOU.
21. SPECIAL ADMONITION FOR SERVICES RELATING TO FINANCIAL MATTERS
The Service is provided for informational purposes only, and neither the Service nor the Content included in the Service is intended for trading or investing purposes.
Inframanage and its licensors shall not be responsible or liable for the accuracy, usefulness, or availability of any information transmitted or made available via the Service, and shall not be responsible or liable for any trading or investment decisions based on such information.
22. NO THIRD-PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in this TOS, there shall be no third-party beneficiaries to this agreement.
Inframanage may provide you with notices, including those regarding changes to the TOS, by email, regular mail or postings on the Service.
24. TRADEMARK INFORMATION
All logos, product, and service names related to these TOS are trademarks of Inframanage (the “Inframanage Marks”). Without Inframanage’s prior permission, you agree not to display or use in any manner the Inframanage Marks.
25. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT OR INTELLECTUAL PROPERTY INFRINGEMENT
Inframanage respects the intellectual property of others, and we ask our users to do the same. Inframanage may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who may be intentional or repeat infringers.
If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, please provide Inframanage’s IP agent the following information in a writing signed (either physically or digitally) by the owner of the copyright or other intellectual property interest or a person authorized to act on his or her behalf:
- a description of the copyrighted work or other intellectual property that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the site;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the intellectual property owner, its agent, or the law;
- a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
You may give the above notice to Inframanage’s representative:
Level 2, 18 Woollcombe Street
Timaru, New Zealand 7910
PO Box 827
New Zealand 7910
By email: email@example.com
26. GENERAL INFORMATION
Entire Agreement. The TOS constitutes the entire agreement between you and Inframanage and governs your use of the Service, superseding any prior agreements between you and Inframanage with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other Inframanage services, affiliate services, third-party content, or third-party software.
Choice of Law and Forum. The TOS and the relationship between you and Inframanage shall be governed by the laws of New Zealand without regard to any principles of conflicts of law. You and Inframanage agree to submit to the personal and exclusive jurisdiction of the courts sitting in and for the county of Timaru, New Zealand.
Waiver and Severability of Terms. The failure of Inframanage to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect.
No Right of Survivorship and Non-Transferability. You agree that your Inframanage account is non-transferable and any rights to your membership ID or contents within your account terminate upon your death. Upon receipt of a copy of a death certificate, your account may be terminated and all contents therein permanently deleted.
Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred.
The section titles in the TOS are for convenience only and have no legal or contractual effect.
Please report any violations of these TOS to firstname.lastname@example.org