InnCreTech’s Terms and Conditions
• InnCreTech may remind a user via, email, SMS or a phone call with news “flashes” or updates.
• InnCreTech is not responsible for any civil, negligent, criminal or reckless conduct, damages, or behavior of its users or for any behavior and damages to its user’s that may be caused by others.
• InnCreTech may require you to log in by using an existing social media account or by creating a standalone account. The Service will not provide your account information to any other users, and will not make available nor be responsible for any links between your use of the service and your social media accounts.
• InnCreTech is not responsible for any additional SMS, email, phone, or data charges that may result from a user not shutting off the service’s reminders. Such additional charges are borne by the user.
The Internet connection is under your responsibility and at your expense.
Transmitting and receiving real-time updates to and from the Service, require an online (Wi-Fi or 3G or 4G or 4G LTE) connection between your cellular device and the Internet. The expenses of such connection are as prescribed by the agreement between you and your communication service provider (such as your cellular company), and according to its applicable terms of payment. Intellectual Property. The Service, its database, InnCreTech trademarks, copyrights, and any other intellectual property owned by InnCreTech is not free
feedback you may submit and to any implementation by InnCreTech of submitted feedback.
USING THE SERVICE
You may use the Service solely for private and personal purposes. You must not use the Service commercially. For example, you may not offer to third parties a service of your own that uses the Service; you may not resell the Service, offer it for rent or lease, offer it to the public via communication or integrate it within a service of your own, without the prior written consent of InnCreTech. You must not copy, print, save or otherwise use the data from the Site or the Service's database. This clause does not limit the use of the database as intended by the Service and for the purposes of private and personal use of the Service. When using the Service or the Site you may not engage in scraping, data mining, harvesting, screen scraping, data aggregating, and indexing. You agree that you will not use any robot, spider, scraper or other automated means to access the Site or the Service’s database for any purpose without the express written permission of InnCreTech. The Service may not be used in any way not expressly permitted by these Terms. You may not sell or offer to sell any Data that is freely or otherwise available for purchase on the Service. All Data belongs to InnCreTech and may be used and/or sold by InnCreTech for any purpose whatsoever. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any InnCreTech content. Use of InnCreTech content for any purpose not expressly permitted by this Agreement is
strictly prohibited. You may choose to or we may invite you to submit comments or ideas about the Service, including without limitation about how to improve the Service or our products (“Ideas” of “Feedback”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place InnCreTech under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, InnCreTech does not waive any rights to use similar or related ideas previously known to InnCreTech, or developed by
its employees, or obtained from sources other than you.
There are certain conducts which are strictly prohibited on the Service. Please read the following restrictions carefully. Your failure to comply with the provisions set forth below may result (at InnCreTech sole discretion) in the termination of your access to the Service and may also expose you to civil and/or criminal liability. You may not, whether by yourself or anyone on your behalf: (i) copy, modify, adapt, translate, reverse engineer, decompile, or disassemble any portion of the Content at the Service and/or Site, in any way or publicly display, perform, or distribute them; (ii) make any use of the Content on any other website or networked computer environment for any purpose, or replicate or copy the Content without InnCreTech prior written consent; (iii) create a browser or border environment around the Content (no frames or inline linking); (iv) interfere with or violate any third party or other user's right to privacy or other rights, including copyrights and any other intellectual property rights of others, or harvest or collect personal information about visitors or users of the Service and/or Site without their express consent, including using any robot, spider, site search or retrieval application, or other manual or automatic device or process to retrieve, index, or data-mine; (v) defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights of others, including others’ copyrights, and other intellectual property rights; (vi) transmit or otherwise make
available in connection with the Service and/or Site any virus, worm, Trojan Horse, time bomb, web bug, spyware, or any other computer code, file, or program that may or is intended to damage or hijack the operation of any hardware, Software, or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component; (vii) interfere with or disrupt the operation of the Service and/or Site, or the servers or networks that host the Service and/or Site or make the Service and/or Site available, or disobey any requirements, procedures, policies, or regulations of such servers or networks; (viii) sell, license, or exploit for any commercial purposes any use of or access to the Content and/or the Service and/or Site; (ix) frame or mirror any part of the Service and/or Site without InnCreTech prior express written authorization; (x) create a database by systematically downloading and storing all or any of the Content from the Service and/or Site; (xi) forward any data generated from the Service and/or Site without the prior written consent of InnCreTech; (xii) transfer or assign your accounts' password, even temporarily, to a third party; (xiii) use the Service and/or Site for any illegal, immoral or unauthorized purpose; (xiv) use the Site, the Service, the Content and/or for non-personal or commercial purposes without InnCreTech express prior written consent; or (xv) infringe or violate any of the Terms.
TERMINATION OF USE OF THE SERVICE
You may terminate your use of the Service at any time and for whatever reason. InnCreTech retains the right to block your access to the Service and discontinue your use of the Service, at any time and for any reason InnCreTech deems appropriate, at its sole and absolute discretion. To the extent possible, we will advise you of your account termination. InnCreTech reserves the right to change, suspend, remove, discontinue, or disable access to the Service (including, but not limited to, the Application) at any time without notice. In no event will InnCreTech be liable for the removal of or disabling of access to any portion or feature of the Service (including, but not limited to, the Application). If you breach any of the terms or conditions of the Terms or InnCreTech discontinues their Service, the Terms will automatically terminate. All of the sections of the Terms will survive any termination of the Terms except the License section and the Consent to Use of Data and Mobile Communications section.
All intellectual property rights in the Service and its database, including copyrights, trademarks, industrial designs, patents and trade secrets – are either exclusive property of InnCreTech or exclusively licensed to InnCreTech. The Service is protected, among others, by United States Copyright and Trademark Law or by provisions prescribed by any other law, in the United States and abroad. Copying, distributing, publicly displaying, offering to the public via communication, transferring to the public, modifying, adapting, processing, creating derivative works, selling or leasing, any part of the Service, in any manner or means without the prior written consent of InnCreTech, is strictly forbidden. "InnCreTech", InnCreTech logo, and other trade and/or service marks are property of InnCreTech and may not be used in any of the aforementioned means. InnCreTech may protect the Service by technological means intended to prevent unauthorized use of the Service. You undertake not to circumvent these means. Without derogating InnCreTech rights under these Terms or under any applicable law, infringement of the rights in and to the Service will, in and on itself, result in the termination of all your rights under these Terms. In such an event, you must immediately cease any and all uses of the Service, and within your obligations to InnCreTech, you undertake to do so.
We make available the System to access the Service via a mobile device (“Mobile System”). To use the Mobile System you must have a mobile device that is compatible with the Mobile Service. InnCreTech does not warrant that the Mobile System will be compatible with your mobile device. InnCreTech hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile System for one InnCreTech account owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile System, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile System to any third party or use the Mobile System to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile System; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile System, features that prevent or restrict use or copying of any content accessible through the Mobile System, or features that enforce limitations on use of the Mobile System; or (v) delete the copyright and other proprietary rights notices on the Mobile System. You acknowledge that InnCreTech may from time to time issue upgraded versions of the Mobile System, and may automatically electronically upgrade the version of the Mobile System that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile System is covered by the applicable open source licenses, free software licenses, third-party licenses, and/or End User Licenses, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile System or any copy thereof, and InnCreTech or its third party partners or suppliers retain all right, title, and interest in the Mobile System
(and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. InnCreTech reserves all rights not expressly granted under this Agreement. If the Mobile System is being acquired on behalf of the United States Government, then the following provision applies. Use, duplication, or disclosure of the Mobile System by the U.S. Government is subject to restrictions set forth in this Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013(c)(1)(ii) (OCT1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT III), as applicable. The Mobile System originates in the United States, and is subject to United States export laws and regulations. The Mobile System may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Mobile System may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Mobile System and the InnCreTech Service. (1) Mobile System from iTunes or Google Play. The following applies to any Mobile System you acquire from the iTunes Store or via Google Play Store: You acknowledge and agree that this Agreement is solely between you and InnCreTech, not Apple/Android, and that Apple/Android has no responsibility for the software or content thereof. Your use of the software must comply with the App Store Terms of Service. You acknowledge that Apple/Android has no obligation whatsoever to furnish any maintenance and support services with respect to the software. In the event of any failure of the software to conform to any applicable warranty, you may notify Apple/Android, and Apple/Android will refund the purchase price for the Software to you; to the maximum extent permitted
by applicable law, Apple/Android will have no other warranty obligation whatsoever with respect to the Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to InnCreTech as provider of the Service. You acknowledge that Apple/Android is not responsible for addressing any claims of you or any third party relating to the software or your possession and/or use of the software, including, but not limited to: (i) product liability claims; (ii) any claim that the software
fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to InnCreTech as provider of the Service. You acknowledge that, in the event of any third party claim that the software or your possession and use of that software infringes that third party’s intellectual property rights, InnCreTech, not Apple/Android, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and InnCreTech acknowledge and agree that Apple/Android, and Apple/Android’s subsidiaries, are third party beneficiaries of this Agreement as relates to your license of the software, and that, upon your acceptance of the terms and conditions of this Agreement, Apple/Android will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the software against you as a third party beneficiary thereof. If you use the Service through an Apple/Android device, then you agree and acknowledge
that: Apple/Android, Inc. bears no duties or obligations to you under the Terms, including, but not limited to, any obligation to furnish you with Service maintenance and support; You will have no claims, and you waive any and all rights and causes of action against Apple/Android with respect to the Service or the Terms, including, but not limited to claims related to maintenance and support, intellectual property infringement, liability, consumer protection, or regulatory or legal conformance; Apple/Android and Apple/Android’s subsidiaries are third party beneficiaries of the Terms. Upon your acceptance of the Terms, Apple/Android will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary thereof.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING INNCRETECH AND ANY SERVICES PROVIDED BY US, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS DESCRIBED HEREIN AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS AND CONDITIONS, DO NOT USE INNCRETECH SERVICE OR ANY SERVICES PROVIDED BY US.
We reserve the right to change or modify any of the terms and conditions contained in the Terms or any policy or guideline of the Service, at any time and in our sole discretion. Any changes or modifications will be effective immediately upon the posting of such revisions on our website located at inncretech.com (the “Site”) or when such revisions are made available via the Service, and you waive any right you may have to receive specific notice of such changes or modifications. Your continued use of the Service (or any portion thereof) following the posting of changes or modifications will confirm your
acceptance of such changes or modifications. Therefore, you should frequently review the Terms and applicable policies from time-to-time to understand the terms and conditions that apply to your use of the Service. If you do not agree to the amended Terms, you must stop using the Service.
DEVICE USAGE TERMS AND CONDITIONS
You acknowledge and agree that your use of the Service must also be in accordance with the usage rules established by your mobile device platform or service provider.
You agree to: (i) provide accurate, current and complete information about you as may be prompted by any signup, login and/or registration forms made available via the Service ("Registration Data"); (ii) maintain and promptly update the Registration Data, and any other information you provide to InnCreTech, in order to keep it accurate, current and complete; and (iii) accept all risk of unauthorized access to the Registration Data and any other information you provide to InnCreTech.
You may not use the Service if you are less than 13 years of age, unless authorized or with the knowledge of a parent or guardian. By using the InnCreTech software you verify that you are entering into this agreement with a clear mind.
InnCreTech is under no obligation to retain a record of your account or any data or information that you may have stored by means of the account or your use of the Services. You are only authorized to create and use one account for the Service and are prohibited from utilizing alter-egos or other disguised identities when utilizing the Application or Services. You are under no obligation to use or continue to use the Application or Services and may cease use of the Application or Services without notice to InnCreTech.
GRANT AND RESTRICTIONS
Subject to the terms, conditions and limitations set forth in the Terms, InnCreTech grants you a non-exclusive, non transferable and revocable license to use the software on any mobile device that you own or control. The terms of the license will also govern any upgrades provided by InnCreTech that replace and/or supplement the original software, unless such upgrade is accompanied by a separate license, in which case the terms of that license will govern. You agree not to do, or authorize or permit any third-party to do, any of the following: (i) distribute or make the software available over a network where it could be used by multiple devices at the same time; (ii) rent, lease, lend, sell, redistribute or sublicense the software; (iii) copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the software, any updates, or any part thereof (except as and only to the extent any of the foregoing restrictions are prohibited by applicable law); or (iv) remove, alter or obscure any copyright, trademark or other proprietary rights notice on or in the software. If you violate any of the foregoing restrictions, your use of the software will immediately cease and you will have infringed the copyright and other rights of InnCreTech, which may subject you to prosecution and
damages. InnCreTech reserves all rights not expressly granted to you in the Terms.
CONSENT TO USE OF DATA AND MOBILE COMMUNICATIONS
You agree that InnCreTech may collect and use technical data, personal information and related information in connection with your use of the software including, but not limited to, contact information and technical information about your device, service and application Software, and peripherals, that are gathered periodically to facilitate the features and functionality of the software and of Service updates, product support and other services. You also consent to our communicating with you about the software or in connection with the features, functions and activities contained in the software. You also
agree that any information that the Site or Service obtains from your social media accounts be used for whatever purpose InnCreTech deems necessary.
COMPATIBILITY WITH MOBILE DEVICES
InnCreTech does not warrant that the Service will be compatible or interoperable with your mobile device or any other hardware, Software or equipment installed on or used in connection with your mobile device.
You acknowledge and understand that the Service requires and utilizes phone service, data access and text messaging capabilities. Carrier rates for phone, data and text messaging may apply and you are responsible for any such charges.
When you use the Service or send e-mails to us, you are communicating with us electronically, and you consent to receive communications from us electronically. We will communicate with you by e-mail or providing notices via the Service. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. Any such emails may include marketing and promotional content.
Your use of the software and your contact, interaction, or dealings with any third-parties arising out of your use of the Service is solely at your own risk. You acknowledge and agree that InnCreTech is not responsible or liable in any manner for any loss, damage or harm of any sort incurred as the result of the Service. InnCreTech is not responsible, and shall not be held liable for, the acts, errors, omissions, representations, warranties, breaches or negligence of any such suppliers for any personal injuries, death, property damage, loss, theft or other damages or expenses resulting therefrom.
InnCreTech may provide third-party content via the Service and may provide links to Web pages and content of third-parties (collectively, the “Third-Party Content”) as a service to those interested in this information. InnCreTech does not control, endorse or adopt any Third-Party Content and makes no representation or warranties of any kind regarding the Third-Party Content including, but not limited to, its accuracy or completeness. You acknowledge and agree that InnCreTech is not responsible or liable in any manner for any Third-Party Content and undertakes no responsibility to update or review any Third-Party Content. Users use such Third-Party Content contained therein at their own risk.
ADVERTISEMENTS AND PROMOTIONS; THIRD-PARTY PRODUCTS AND SERVICES
InnCreTech may run advertisements and promotions from third-parties via the Service or may otherwise provide information about or links to third-party products or services via the Service. Your business dealings or correspondence with, or participation in promotions of, such third-parties, and any terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and such third-party. InnCreTech is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or promotions or as the result of the presence of such non-InnCreTech advertisers or third-party information accessible via the Service.
We reserve the right to investigate complaints or reported violations of the Terms and to take any action we deem appropriate including, but not limited to, reporting any suspected unlawful activity to law enforcement officials, regulators, or other third-parties and disclosing any information necessary or appropriate to such persons or entities relating to your Registration Data, usage history, posted materials, IP addresses, traffic information, and use of InnCreTech.
INFORMATION AND PRESS RELEASES
The Site may contain information and press releases about us. We disclaim any duty or obligation to update this information. Information about companies other than ours contained in any press release or otherwise should not be relied upon as being provided or endorsed by us.
PLEASE READ CAREFULLY. THIS SECTION LIMITS INNCRETECH’S RESPONSIBILITY TO YOU FOR USE OF THE SERVICE. WE MAKE NO REPRESENTATION OR WARRANTY TO YOU REGARDING THE SERVICE. DISCLAIMERS YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICE (INCLUDING, BUT NOT LIMITED TO, THE APPLICATION) IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, SAFETY, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE (INCLUDING, BUT NOT LIMITED TO, THE APPLICATION) IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. INNCRETECH DISCLAIMS ANY
AND ALL WARRANTIES AND REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THE TERMS AND THE SERVICE (INCLUDING, BUT NOT LIMITED TO, THE APPLICATION) WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, BY COURSE OF DEALING OR OTHERWISE,
INCLUDING ANY AND ALL: (I) WARRANTIES OF MERCHANTABILITY; (II) WARRANTIES OF FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT INNCRETECH KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED OR IS OTHERWISE AWARE OF ANY SUCH PURPOSE); AND (III) WARRANTIES OF NON-INFRINGEMENT OR CONDITION OF TITLE. INNCRETECH DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE APPLICATION WILL BE ACCURATE OR MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE APPLICATION WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE APPLICATION WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION, GUIDELINES OR ADVICE GIVEN BY INNCRETECH OR ITS AUTHORIZED REPRESENTATIVE WILL CREATE A WARRANTY.
You understand that the Service may be subject to downtime or otherwise unavailable for temporary periods of time due to maintenance or other reasons as we deem necessary. To the maximum extent allowed by law, we do not warrant any connection to, transmission over, or results or use of, any network connection or facilities provided (or failed to be provided) through the Service. You are responsible for assessing your own computer and transmission network needs, and the results to be obtained therefrom. You agree that we are not responsible or liable for any possible inadvertent inaccuracies in the information used by you on the Service. If you choose to include its Content in the Service, You are fully responsible for the accuracy of such listings and accuracy of the Content.
EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, YOU EXPRESSLY AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS," "AS AVAILABLE" BASIS, UNLESS SUCH WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. WE, ITS SUBSIDIARIES AND AFFILIATES (collectively, “INNCRETECH") DISCLAIM ALL IMPLIED WARRANTIES AND CONDITIONS, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OR CONDITIONS OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND THOSE ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE, REGARDING THE SERVICE, AND THE INTERNET. INNCRETECH ASSUMES NO RESPONSIBILITY FOR ANY DAMAGES SUFFERED BY YOU, INCLUDING, BUT NOT LIMITED TO,
LOSS OF DATA, ITEMS OR INFORMATION, ANY LOSS OF PROFITS OR SAVINGS, LOSS OF USE, OR ANY OTHER COMMERCIAL LOSS, EVEN IF WE WAS ADVISED OF SUCH DAMAGES, FROM DELAYS, NON-DELIVERIES, ERRORS, SERVICE DOWN TIME, SERVICE UNAVAILABILITY, OR SERVICE INTERRUPTIONS CAUSED BY THE WE PARTIES OR BY YOUR OR ANY OTHER USER'S OWN ERRORS AND/OR OMISSIONS. YOU ACKNOWLEDGE AND AGREE THAT INNCRETECH SHALL NOT ASSUME OR HAVE ANY LIABILITY FOR ANY ACTION BY THE OTHER USERS WITH RESPECT TO CONDUCT, COMMUNICATION OR CONTENT ON THE SERVICE. NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH THE SERVICE OR THESE TERMS. EXCEPT FOR YOUR INDEMNIFICATION OBLIGATIONS AS OUTLINED BELOW, EACH PARTY’S LIABILITY TO THE OTHER PARTY AND YOUR EXCLUSIVE REMEDY FOR YOUR BREACH OF ANY IMPLIED OR EXPRESS WARRANTY, OR FOR BREACH OF THIS AGREEMENT IS LIMITED SOLELY TO THE TOTAL AMOUNT OF FEES PAID BY YOU TO WE FOR USE OF THE SERVICE. BECAUSE SOME STATES OR COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, IN SUCH STATES OR COUNTRIES EACH PARTY’S AND ITS RESPECTIVE SUBSIDIARIES' AND AFFILIATES' LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW.
You agree to defend, indemnify and hold harmless InnCreTech from all third-party liabilities, claims and expenses, including attorneys' fees (“Claims”) arising from any breach of these Terms by You. You shall not be required to indemnify and hold InnCreTech harmless for such Claims arising out of InnCreTech’s willful misconduct, gross negligence or breach of these
Terms. We agree to defend, indemnify and hold harmless you from any Claims that the Service infringes any patent, copyright, trade secret, or other proprietary right of a third party. A party being indemnified by the other party reserve the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by a party hereunder, and in such event, the party providing the indemnification shall have no further obligation to provide indemnification for such matter. Legal Disputes. You agree that any claim or dispute at law or equity that has arisen or
may arise between you and InnCreTech will be resolved in accordance with the provisions set forth in this Legal Disputes Section. Please read this Section carefully. It affects your rights and will have a substantial impact on how claims between InnCreTech and You are resolved.
(a). Applicable Law. You agree that the laws of the State of New Jersey, without regard to principles of conflict of laws, will govern these Terms and any claim or dispute that has arisen or may arise between You and InnCreTech, except as otherwise stated in this Agreement.
(b). Agreement to Arbitrate. You agree that any and all disputes or claims that have arisen or may arise between InnCreTech and You shall be resolved exclusively through final and binding arbitration, rather than in court, except that You may assert claims in small claims court, if the claim qualifies. The Federal Arbitration Act governs the interpretation and enforcement of this Agreement to Arbitrate. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and court review of an arbitration award is very limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual. An arbitrator also must follow the terms of this Agreement as a court would. The arbitration will be conducted by the American Arbitration Association ("AAA") under its rules and procedures, including the AAA's Supplementary Procedures for Consumer-Related Disputes (as applicable), as modified by this Agreement to Arbitrate. The AAA's rules are available at www.adr.org. A form for initiating arbitration proceedings is available on the AAA's website at http://www.adr.org.
(c). The arbitration shall be held in the county in which InnCreTech is incorporated. If the value of the relief sought is $10,000 or less, InnCreTech and You may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on InnCreTech and You subject to the arbitrator's discretion to require an in-person hearing, if the circumstances warrant. Attendance at an in-person hearing may be made by telephone by InnCreTech and You unless the arbitrator requires otherwise. The arbitrator will decide the substance of all claims in accordance with the laws of the State of New Jersey, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall be bound by rulings in prior arbitrations involving you to the extent required by applicable law. The arbitrator's award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
(d). Costs of Arbitration. Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules, unless otherwise stated in this Agreement to Arbitrate. In the event the arbitrator determines that the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse InnCreTech for all fees associated with the arbitration.
(e). Judicial Forum for Legal Disputes. Unless You and We agree otherwise, in the event that the Agreement to Arbitrate
above is found not to apply to You or to a particular claim or dispute, as a result of a court order, You agree that any claim or dispute that has arisen or may arise between You and We must be resolved exclusively by a state or federal court located in New Jersey. InnCreTech and You agree to submit to the non-exclusive jurisdiction of the courts located within Morris County, New Jersey for the purpose of litigating all such claims or disputes. Nothing herein shall be construed as conveying title to the Service to You. The Service is and shall at all times remain the personal property of InnCreTech. You agree that it will never represent that the title to the Service is in anyone other than InnCreTech and shall never cooperate, whether actively or passively, with anyone claiming any right, title or interest in the Service, other than InnCreTech. If any provision of this Agreement is unenforceable, such unenforceability shall not make any other provision hereof unenforceable. Any reference to any party includes its agents and employees. If any provisions of this Agreement conflict with any statute or rule of law in any jurisdiction wherein it may be sought to be enforced, then said provisions shall be deemed null and void to such extent, but without invalidating the remaining provisions. The remedies of this Agreement provided in favor of either party shall not be deemed exclusive, but shall be cumulative, and shall be in addition to all other remedies in its favor existing at law or in equity. The failure or delay of either party in exercising any right granted it hereunder upon any occurrence of any of the contingencies set forth herein shall not constitute a waiver of any such right upon the continuation or recurrence of any such contingencies or similar contingencies and any single or partial exercise of any particular right by either party shall not exhaust the same or constitute a waiver of any other right provided herein. Any failure by either party to require strict performance by the other party of any term, covenants or agreements herein shall not be construed as a consent or waiver of any breach of the same or of any other term, covenant or agreement herein. This Agreement constitutes the complete agreement and understanding among the parties, and supersedes all prior or contemporaneous proposals, oral or written, understandings, covenants, agreements, arrangements and communications between them relating to the subject matter of this Agreement.
You acknowledge that you have had full opportunity to review this Agreement in detail and to seek independent legal representation and advice pertaining to this Agreement and either has done or has in its own independent business judgment chosen not to do so. This Agreement shall not be construed against InnCreTech as the drafter of this Agreement.
All notices given by you or required under this Agreement shall be in writing and addressed to:
103 Carnegie Center, St. 215,
Princeton, NJ 08540.