iMatchup.com™ Terms and Conditions


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IMATCHUP.COM


TERMS AND CONDITIONS


Last Updates: March 18, 2008

Please read the following general website Terms and Conditions (this "T&Cs" or "Agreement") carefully before accessing the iMatchUp.com website (the "Site"), before opening an iMatchUp™ membership account ("Account") or using the various services we provide, as defined below, so that you are aware of your legal rights and obligations with respect to Atrinsic, Inc. (a.k.a. New Motion, Inc.), or iMatchUp.com, Inc., and its affiliates, parents and subsidiaries (individually and collectively, "we," "us," or "iMatchUp™ ").

iMatchup™ Subscription Service - $9.99/month

Membership and user/visitor access to this Website is void and unauthorized where prohibited by applicable law or regulation. BY USING OR ACCESSING THIS SITE, OPENING AN ACCOUNT, OR USING OUR SERVICES, INCLUDING AGREEING TO PARTICIPATE IN A SERVICE, YOU (I) SIGNIFY YOUR IRREVOCABLE ACCEPTANCE OF THIS GENERAL T&Cs AND (II) REPRESENT THAT YOU ARE OF LEGAL AGE TO AGREE TO THESE TERMS AND CONDITIONS.
IF YOU ARE YOUNGER THAN 18 YEARS OLD, YOU ARE NOT ALLOWED TO USE OR EVEN ACCESS THE SITE OR THE SERVICES OR TO CREATE AN ACCOUNT. PLEASE DO NOT USE THIS SITE, EITHER AS A VISITOR, USER OR MEMBER IF YOU DO NOT AGREE TO BE BOUND BY THE T&Cs. ANY AND ALL USE OF THE SERVICES OR ACCESS OF THE SITE CONSTITUTES YOUR ACCEPTANCE OF THESE T&Cs AND YOUR AGREEMENT TO BE BOUND BY THEM, WHETHER YOU ARE ACCESSING THE SITE AS A MEMBER, VISITOR OR USER. SAID ACCEPTANCE SHALL BE IN FULL FORCE AND EFFECT FOR AS LONG AS YOU UTILIZE THE SERVICES.
EACH SERVICE OR FEATURE OF A SERVICE MAY HAVE ITS OWN SPECIFIC RULES. BY PARTICIPATING OR USING A SERVICE, YOU AGREE TO ANY RULES OF THAT SERVICE, IN ADDITION TO THESE TERMS AND CONDITIONS AND THE IMATCHUP.COM PRIVACY POLICY.
Our business changes constantly, and our Privacy Policy, any rules and regulations posted on the Site, as well as these T&Cs may change too. We may or may not e-mail, text or in other ways provide periodic reminders of changes to our policies to you, but it is your expressed obligation to check the Site frequently to see if there are any recent changes to any of our policies or these T&Cs. iMatchUp™ reserves the right to revise these T&Cs at any time without providing notice to its Members and/or users. Your continued use of this Site, the Services and/or your Account shall be deemed an irrevocable acceptance of any such revisions.
IMPORTANT INFORMATION TO NOTE:
  • We do not perform background checks of any kind on our Members and or Users. We also do not perform any kind of check to ensure that a Member/User is truthful in their profile or via their contact with other Members/Users. Please be cautious when revealing personal information to other Members/Users. iMatchup.com expressly denies any responsibility for the statements, facts, opinions, etc. listed by a Member/User in his or her profile or in his or her contact with other Members/Users.
  • Any controversy, claim, demand or dispute arising out of or in relation to any portion of this Agreement, or the breach thereof, may be subject to mediation and later submitted to final and binding ARBITRATION (see section below and www.adr.org for further details).
  • As long as you use and/or maintain an account on this Site, you agree to be bound by the Terms and Conditions, Rules and Privacy Policy of this Site.
  • There are usage and/or subscription fees associated with accessing the services provided on this Site. Once you have signed up for the Services, your monthly cellular phone bill will be automatically charged every month for the Services.
  • Please use caution, common sense and safety when using the Site and our Services. You are solely responsible for your interactions with other Members and/or Users.
  • IF YOU HAVE SIGNED UP, FIRST ACCESSED OR CREATED AN ACCOUNT SUBJECT TO OR IN ACCORDANCE WITH ANY FREE, LIMITED OR OTHER TRIAL SUBSCRIPTION PERIOD, PLEASE BE AWARE THAT AFTER THAT TRIAL PERIOD HAS EXPIRED, WE WILL BEGIN TO BILL YOUR CELLULAR TELEPHONE ACCOUNT ON A MONTHLY BASIS FOR THE SERVICES, UNLESS YOU CANCEL YOUR SUBSCRIPTION PRIOR TO THE END OF THE TRIAL PERIOD. YOU CAN CANCEL BY TEXTING "STOP" TO 44577. SEE BELOW FOR FURTHER DETAILS.
  • Please make sure that you visit these T&Cs often to check for any updates or revisions. Your continued use of this Site and/or maintenance of an Account after changes or revisions have been made constitute your acceptance of such updates or revisions irrespective of whether you examined, checked, read or agreed to any of the changes made. If at any time, you disagree with these T&Cs or any subsequent revisions made, it is your sole responsibility to cancel your account.


1. Description of Services:

iMatchUp™ provides a variety of online services which enable singles to communicate with other individuals of their choice both online and through TXT/SMS services ("Service(s)"). Services include, but are not limited to, a searchable database of members, editable profiles with pictures and videos as well as cellular or mobile web access portals. iMatchUp™ reserves the right to add, change, modify, suspend or discontinue any portion of this Site or Service(s) at any time. iMatchUp™ may also impose limits on certain Services or features or restrict your access to parts of the Site or to the entire Site in its sole discretion and without notice or liability.

2. Registration:

Registration with iMatchUp™ is necessary to become a member ("Member") and to utilize iMatchUp™ 's Services. When you register to become a Member, you agree to provide accurate, current and complete information about yourself ("Registration Data") as prompted by our registration form. You also represent that we may rely on your Registration Data as accurate, current and complete. You agree to maintain and update your Registration Data to keep it accurate, current and complete. iMatchUp™ reserves the right, in its sole discretion, to terminate your membership for inaccurate, untrue, deceptive and/or incomplete Registration Data.

3. Eligibility:

All visitors, users and Members of the Site must be eighteen (18) years of age or older and a legal resident of the United States and its territories to use the Site and/or Services. Membership in the Services is void where prohibited. By using the Website, you represent and warrant that you have the right, authority and capacity to enter into this Agreement and to abide by all of the terms and conditions of this Agreement.
You must have a valid cell phone with a valid United States phone number, with an active data service plan, to join iMatchip.com. The above sentence not withstanding, some members may have validly joined iMatchUp.com prior to the Site's incorporation of a mobile platform where a valid cell phone number was not required.


4. Username and Password:

As part of the registration process, you will be asked to select a username and password. We may refuse to grant to you any username, which in our sole discretion, we deem to be invalid. Invalid usernames include, but are not limited to, usernames that are fashioned to impersonate another person, are protected by trademark law or other proprietary rights, are vulgar or otherwise offensive or those that may cause confusion. These are only some examples of invalid usernames and we reserve the sole right, at our own discretion, to deem any username invalid.
YOU ARE SOLELY RESPONSIBLE FOR THE CONFIDENTIALITY AND USE OF YOUR USERNAME AND PASSWORD. YOU AGREE NOT TO TRANSFER, SELL OR RESELL YOUR USERNAME AND/OR PASSWORD, OR OTHERWISE PROVIDE ACCESS, THROUGH THE USE OF YOUR USERNAME AND PASSWORD, TO THE SITE TO ANY THIRD PARTY. If you have reason to believe that your account is no longer secure, you must promptly change your password by updating your account information and immediately notify iMatchUp™ of same by e-mailing us at info@iMatchUp.com. YOU ARE SOLELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR USERNAME AND PASSWORD AND FOR ANY AND ALL ACTIVITIES, COMMUNICATIONS OR POSTINGS THAT ARE CONDUCTED THROUGH YOUR ACCOUNT.
Your right to use the Site is not transferable. Unauthorized access to the Site and/or Services is a breach of this Agreement and a violation of applicable law.

5. Term/Fees/Termination:

iMatchUp™ 's usage and/or subscription fees are explained to users during the registration process and are subject to change from time to time at our absolute and sole discretion,. Please note that any subscriptions or fees that are disclosed to you in the registration process are deemed part of this Agreement. You agree to pay iMatchUp™ for all usage and/or subscription fees charged to your account as per this Agreement. All charges will appear on your cellular phone bill unless you previously signed up as a Member when the Site still accepted credit cards as a form of payment. Any changes are effective upon Notice to the Member . Notice may be provided to the Member by posting such changes on the Site or by delivering such changes via electronic mail, TXT/SMS messages or any other means that we deem reasonable, in our sole and absolute discretion ("Notice"). IF YOU HAVE SIGNED UP, FIRST ACCESSED OR CREATED AN ACCOUNT SUBJECT TO OR IN ACCORDANCE WITH ANY FREE, LIMITED OR OTHER TRIAL SUBSCRIPTION PERIOD, PLEASE BE AWARE THAT AFTER THAT TRIAL PERIOD HAS EXPIRED, WE WILL BEGIN TO BILL YOUR CELLULAR TELEPHONE ACCOUNT ON A MONTHLY BASIS FOR THE SERVICES, UNLESS YOU CANCEL YOUR SUBSCRIPTION PRIOR TO THE END OF THE TRIAL PERIOD. YOU CAN CANCEL BY TEXTING "STOP" 44577. IF YOU HAVE FURTHER QUESTIONS, YOU CAN ALSO CONTACT US AT Support@iMatchup.com. Subscription plans to the Services may consist of an initial period, for which there is a one time charge, followed by recurring period charges as agreed to by you. By entering into this Agreement, you acknowledge that your subscription may have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation.

IMATCHUP™ MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) TO YOUR CELLULAR PHONE SERVICE PROVIDER AND/OR BILLING AGGREGATOR WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE TO US THAT YOU HAVE TERMINATED THIS AUTHORIZATION. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE IMATCHUP™ COULD REASONABLY TAKE ACTION IN RESPONSE TO YOUR NOTICE.

Your non-termination or continued use of the Services reaffirms that iMatchUp™ is authorized to charge your account. iMatchUp™ may submit those charges for payment and you will be responsible for such charges. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially subscribed to the Services.
This Agreement will remain in full force and effect while you use the Site and/or are a Member.
iMatchUp™ reserves the right to terminate your access to the Site for any reason or no reason, in our sole and absolute discretion. iMatchUp™ may provide Notice to you of such termination through any reasonable means including, but not limited to, sending notice to you at the e-mail address or mobile number that you provided during registration or such other e-mail address(es) or mobile numbers that you may later provide us. Such termination is effective upon transmittal by iMatchUp™ . However, your obligations of indemnification pursuant to Sections 8, 10 12 and 14 of this Agreement shall survive any termination of this Agreement or the cancellation of your iMatchUp™ membership.
Withdrawal of consent or request to be removed from our Site will have no effect on the legal validity and/or enforceability of the T&Cs for the time period prior to your request and during the time period needed for us to reasonably act to comply with your request.

6. Credit Policy:

You may cancel your membership at any time. Upon cancellation, you will no longer be billed for future monthly membership fees. IMATCHUP™ , HOWEVER, WILL NOT REFUND ANY MEMBERSHIP FEES OR SUBSCRIPTIONS TO YOU FOR ANY REASON WHATSOEVER. If you cancel your subscription, your subscription will remain active until the end of your then-current subscription period (that is, the subscription period through which you had paid prior to your cancellation). PLEASE NOTE THAT IF YOU WANT TO REMOVE YOUR PERSONAL INFORMATION FROM THE SITE PRIOR TO THE END OF YOUR THEN-CURRENT SUBSCRIPTION PERIOD, YOU WILL NEED TO ACCESS YOUR ON LINE ACCOUNT INFORMATION ON THE SITE AND MANUALLY CHOOSE TO "HIDE PROFILE" OR MAKE YOUR PROFILE INACTIVE.

7. License Grant:

As a user of this Site, you are granted a non-exclusive, non-transferable, revocable and limited license to access and use the Site and Services in accordance with this Agreement. iMatchUp™ retains the right to terminate this license, in its sole and absolute discretion, at any time for any reason.
You may access and use the Site and Services for your own personal, non-commercial use. No part of the Site and Services may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical. You may not use, copy, emulate, clone, rent, lease, sell, modify, decompile, disassemble, reverse engineer or transfer the Site, the Services or any portion thereof. iMatchUp™ reserves any rights not explicitly granted in this Agreement. You may not use any device, software or routine to interfere, or attempt to interfere, with the proper functioning of the Site and/or Services. You may not take any action that imposes an unreasonable or disproportionately large load on iMatchUp™ infrastructure.

8. Picture, Video and other Content Terms:

This Section 8 governs the submission of any photograph(s), video(s) and/or image(s) or other content to the Site and/or Services for posting on the Site in connection with your profile (each, a "Content"). iMatchUp™ does not condone or tolerate the submission of illegal and/or inappropriate Content. By submitting your Content, or attempting to submit your Content (whether via Internet transmission or by traditional means), you hereby agree, and are fully subject, to these iMatchUp™ Content terms ("Content Terms"). These Content Terms govern each and every Content that you submit to iMatchUp™ . In consideration for posting your Content to the www.iMatchUp.com Site, you represent, warrant and agree that:
  • You are eighteen (18) years of age or older;
  • you, and any other individual(s) portrayed in the Content, were eighteen (18) years of age or older at the time that the Content was taken and/or created;
  • you are the individual in the Content or, if the Content includes other individual(s), that you have previously obtained from the individual(s) photographed, and/or their authorized representatives, the written permission and consent for such use, publication and/or display. You further agree that you will provide to iMatchUp™ a copy of such written permission and consent upon request. Submission of Content which contains photographs/images of third parties does not create any type of Agreement whatsoever between us and said third parties as there are no third party beneficiaries to the T&Cs or to the Privacy Policy;
  • the Content contains an accurate representation of you, as you appear at the time of the Content's submission to iMatchUp™ ;
  • the Content does not contain obscene material, as defined in your community, including, without limitation, depictions of bestiality, child pornography, nudity, coitus, sodomy, the release of bodily fluids or excrement, bondage, violence, other illegal activities and/or contraband;
  • you have full rights to use and dispose of any rights including, without limitation, any and all copyrights, associated with the Content;
  • no other party has any rights, including intellectual property rights, to the Content;
  • you hereby grant iMatchUp™ , its parents, subsidiaries, affiliates and/or assigns a non-exclusive, unlimited, worldwide, fully paid, irrevocable license to copyright, use and/or publish the Content as permitted by these T&Cs and our Privacy Policy . This section shall survive any termination of the Agreement.
  • iMatchUp™ may, in its sole discretion, choose to screen submissions and reject any Content for any reason, or no reason, whatsoever;
  • you waive any right that you may have to inspect and/or approve any finished product or copy using and/or incorporating the Content, or the use to which the Content may be applied;
  • editorial copy and/or other writings or graphics may accompany use of the Content;
  • you are subject to any other Content guidelines and/or rules and regulations that may appear at the iMatchUp™ Site;
  • neither you nor anyone else will receive, and neither shall be entitled to in the future, any compensation from anyone, for the submission and/or use of the Content; and
  • you hereby release and discharge, and agree to indemnify, defend and hold iMatchUp™ , its parents, subsidiaries and affiliates, and each of their respective officers, executives, employees, owners, and authorized agents (each a "Covered Party") , harmless from any and all loss, liability, claims or demands (including reasonable attorneys' fees, costs and settlement amounts) made by any third party due to or arising out of the Content including, without limitation, any and all claims for copyright and/or trademark infringement and rights of privacy and/or publicity.


9. Proprietary Rights of Content:

The content, organization, graphics, design, compilation, magnetic translation, digital conversion, software, services and other matters related to the Site and Services, are the sole property of iMatchUp™ and protected under applicable copyrights, trademarks and other proprietary (including, but not limited to, intellectual property) rights. The copying, redistribution or publication by you of any part of the Site and Services is strictly prohibited. You do not acquire ownership rights to any content, document, software, services or other materials viewed at, on or through the Site and Services. The posting of information or material at or on the Site by iMatchUp™ does not constitute a waiver of any right in such information and materials.

10. Online Content:

Any Member and/or User information listed, uploaded, posted or made available by Members and/or Users of the Site through the Services are those of the respective Member and/or User and not of iMatchUp™, and should not necessarily be relied upon. Such Members and/or Users are solely responsible for the accuracy, completeness or usefulness of such content. iMatchUp™ does not guarantee the accuracy, completeness or usefulness of any information made available by Members and/or Users on the Site and/or through the Services and neither adopts, endorses, nor is responsible for the accuracy, completeness or reliability of any opinion, advice or statement made on the Site. The Member and/or User understands and agrees that iMatchUp™ will not be responsible for, and Member and/or User hereby agrees to hold iMatchUp™ harmless from, any and all loss or damage resulting from anyone's reliance on information or other content posted on the Site, available through the Services, or that which is otherwise transmitted to Members and/or Users. Submission of Content which contains depictions of third parties does not act to create any type of contract whatsoever between iMatchup, NMI or any of their parents, subsidiaries, agents, etc., as there are no third party beneficiaries to these T&Cs.

11. Online Conduct:

As a Member and/or User, you agree that you are solely responsible for the content and/or information that you publish, transmit and/or post on the Site. You agree to use the Services in a manner consistent with any and all applicable laws and regulations as they now exist or may herein after be promulgated. You agree not to:
a) include in your profile any telephone numbers, street addresses, last names, URLs, e-mail addresses, offensive anatomical or sexual references or offensive language or any confidential information of any third person;
b) post, or attempt to post, any photographs, videos or other images containing offensive and/or confidential information;
c) post, or attempt to post, any photographs, videos or other images that may be deemed obscene in the Irvine, California community, as defined under applicable law (PLEASE NOTE THAT WE CANNOT ADHERE TO EACH MEMBERS'/USERS' LOCAL COMMUNITY STANDARDS IN REGARDS TO CONTENT POSTED, BUT INSTEAD ADHERE TO THE STANDARDS OF THE IRVINE, CALIFORNA COMMUNITY.);
d) impersonate any person or entity;
e) "stalk" or otherwise harass any person via the Site and/or Services;
f) engage in advertising to, or solicitation of, other Members and/or Users to buy or sell any products or services through the Site and/or Services;
g) transmit any chain letters, spam or junk e-mail to other Members and/or Users;
h) express or imply, without our specific, prior, written consent that any statements you make are endorsed by iMatchUp™;
i) harvest or collect personal information about other Members and/or Users, whether or not for commercial purposes, without their express consent;
j) use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, "data mine," or in any way reproduce or circumvent the navigational structure or presentation of the Site or its contents;
k) post, distribute or reproduce in any way any copyrighted material, trademarks or other proprietary information without obtaining the prior consent of the owner of such proprietary rights;
l) remove any copyright, trademark or other proprietary rights notices contained on the Site;
m) interfere with or disrupt the Site and/or the Services, or the servers and/or networks connected to the Site and/or the Services;
n) post, e-mail or otherwise transmit 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;
o) forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Services;
p) "frame" or "mirror" any part of the Site, without our specific, prior written authorization;
q) use metatags, code or other devices containing any reference to iMatchUp™ , the Services or the Site in order to direct any person to any other website for any purpose; and/or modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Site or any software used on or for the Site or cause others to do so. iMatchUp™ reserves the right, but has no obligation, to reject any profile, membership, photograph, video and/or image that does not comply, in iMatchUp™'s sole and absolute discretion, with these prohibitions. Engaging in any of the aforementioned prohibited practices shall be deemed a breach of this Agreement and may result, at the sole and absolute discretion of iMatchUp™, in the immediate termination of your membership pursuant to the terms of this Agreement. iMatchUp™ reserves the right to pursue any and all legal remedies against Members and/or Users who engage in any of the aforementioned prohibited conduct.
Please note that we cannot control the actions of others with whom you choose to interact with outside of this Site. We can only monitor the actions of the Members and/or Users of this Site and disable accounts when we are given notice that Members/Users have violated these T&Cs, any rules and/or the Privacy Policy. Please notify us (at support@imatchup.com) of any alleged violations of these T&Cs, rules, and/or Privacy Policy by other Members/Users.
However, in any event, IMATCHUP™ ASSUMES NO RESPONSIBILITY FOR THE CONDUCT OF OTHER MEMBERS AND/OR USERS OF THE SITE. FURTHER, IMATCHUP DOES NOT CONDUCT ANY TYPE OF BACKGROUND CHECKS ON ITS MEMBERS AND/OR USERS.

12. Disputes:

iMatchUp™ does not control the information provided by other Members/Users that is made available through our system. You may find other Members' and or Users' information to be offensive, harmful, inaccurate and/or deceptive. Please use caution, common sense and safety when using the Site and our Services.
You are solely responsible for your interactions with other Members and/or Users. By using or accessing the Site or by registering as a member of iMatchUp™ , you hereby release iMatchUp™ , including, but not limited to, its officers, directors, agents, affiliates, parent companies, subsidiaries and employees, from any and 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, such disputes. iMatchUp™ reserves the right, but has no obligation, to monitor disputes between you and other Members and or Users.

13. Privacy:

Your privacy is very important to us. To better protect your rights, we have provided you with our Privacy Policy, which may change from time to time, without Notice, to explain our privacy practices. To read our Privacy Policy, please use the following link provided on the Site's home page: http://www.imatchup.com/faqs_docs/privacypolicy.html

14. Indemnification:

You agree to indemnify, defend and hold iMatchUp™ , and its subsidiaries, affiliates, officers, parent companies, agents, co-branders or other partners, and employees (each a "Covered Party"), at your expense, against any and all claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs and expenses (including, without limitation, reasonable attorneys' fees and other dispute resolution expenses) incurred by any Covered Party or arising out of, (i) your use or misuse of the Site, the Services and/or arising from your breach of this Agreement, or (ii) violation or breach of any term of these Terms and Conditions or any policies, rules or guidelines referenced herein.

15. WARRANTIES:

YOU EXPRESSLY AGREE THAT ACCESS AND/OR USE OF THE SITE AND/OR SERVICES IS AT YOUR SOLE RISK. THE SITE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE. THE SITE AND/OR SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS.
IMATCHUP™ AND THE COVERED PARTIES HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF, OR INABILITY TO USE, THE SITE AND/OR SERVICES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. IMATCHUP™ AND THE COVERED PARTIES ARE NOT LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE NEGATION OF DAMAGES SET FORTH ABOVE IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN IMATCHUP™ AND YOU. THE SITE AND SERVICES WOULD NOT BE PROVIDED TO YOU WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM IMATCHUP™ THROUGH THE SITE AND/OR SERVICES SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS AGREEMENT.
IMATCHUP™ IS NOT RESPONSIBLE TO YOU AND/OR ANY THIRD PARTY, WITHOUT LIMITATION, FOR: 1) ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO OR ALTERATION OF, MEMBER AND/OR USER COMMUNICATIONS; 2) THE CONDUCT OF ANY MEMBER AND/OR USER, WHETHER ONLINE OR OFFLINE, INCLUDING, WITHOUT LIMITATION, ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE OR OTHER CONDUCT OF ANY OTHER PARTY; 3) ANY POTENTIALLY OFFENSIVE, INCORRECT OR INACCURATE CONTENT POSTED ON THE SITE OR PROVIDED IN CONNECTION WITH THE SERVICES, WHETHER CAUSED BY IMATCHUP™ , USERS, MEMBERS, OR BY ANY OF THE EQUIPMENT OR PROGRAMMING ASSOCIATED WITH, OR UTILIZED IN, THE SERVICES; 4) ANY COMPUTER VIRUS OR OTHER MALICIOUS, DESTRUCTIVE OR CORRUPTING CODE, AGENT, PROGRAM OR MACROS; OR 5) ANY INFRINGEMENT OF ANOTHER'S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS.
YOU AGREE THAT IMATCHUP™ IS NOT THE PUBLISHER OF THE PICTURES, VIDEOS AND/OR CONTENT FOUND ON THE SITE AND SERVICES AND, AS SUCH, SHALL NOT BE LIABLE FOR DAMAGES ARISING THEREFROM INCLUDING, WITHOUT LIMITATION, ANY AND ALL CRIMINAL AND/OR CIVIL LIABILITY. THE MAXIMUM LIABILITY OF IMATCHUP™ AND THE COVERED PARTIES TO YOU OR TO ANY THIRD-PARTY, IN THE AGGREGATE, UNDER ANY AND ALL CIRCUMSTANCES WILL BE EQUAL TO THE FEES THAT YOU HAVE PAID TO IMATCHUP™ FOR THE SERVICES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IMATCHUP™ SHALL NOT BE LIABLE TO YOU FOR ANY SERVICES, GOODS AND/OR INFORMATION AVAILABLE FROM THIRD PARTIES, EVEN IF OBTAINED AT OR THROUGH THE SITE AND/OR SERVICES. IF YOU ARE DISSATISFIED WITH THE SITE AND/OR SERVICES OR WITH THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS THE CANCELLATION OF YOUR MEMBERSHIP AND TO DISCONTINUE USE OF THE SITE AND SERVICES.

16. Third-party Websites:

The Site and/or Services may provide hyperlinks, banner advertisements, pop-ups and/or other online methods to redirect you to other third party Internet websites and/or resources. Because iMatchUp™ has no control over such websites and/or resources, you hereby acknowledge and agree that iMatchUp™ is not responsible for the availability and/or content of such third party websites and/or resources. Furthermore, iMatchUp™ does not endorse, and is not responsible or liable for, any content, advertising, services, products and/or other materials at or available through such third party websites or resources, or for any damages and/or losses arising there from.

17. Intellectual Property Claims:

iMatchUp™ respects the intellectual property rights of others, and we ask our Members and/Users to do the same. iMatchUp™ may, in appropriate circumstances and at its sole and absolute discretion, disable and/or terminate the accounts of Members who may be infringing upon the intellectual property rights of others.
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 iMatchUp™ 's copyright agent with the following information in written or printed form:
  • A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
  • Identification of the copyrighted work claimed to have been infringed or, in the case of multiple copyrighted works, a representative list of such works.
  • Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit iMatchUp™ to locate the material.
  • Information reasonably sufficient to permit iMatchUp™ to contact you, such as a physical address, telephone number and, if available, an e-mail address at which you may be contacted.
  • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or under applicable laws.
  • A statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.


iMatchUp™ 's agent for notice of alleged claims of copyright and other alleged intellectual property right infringement can be reached as follows:

MatchUp™
c/o Atrinsic
42 Corporate Park, Suite 250,
Irvine, CA 92606.
By email: support@imatchup.com


18. Miscellaneous:

You are solely responsible for providing all personal computer and communications equipment necessary to gain access to the Site and Services. iMatchUp™ does not guarantee continuous, uninterrupted or secure access to our Services, and operation of the Site may be interfered with by numerous factors outside of iMatchUp™ 's control. Should any part of this Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that anything in, or associated with, the Website or Services is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. iMatchUp™ 's failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision, or any other provisions in this Agreement.

YOU EXPRESSLY AUTHORIZE IMATCHUP™ TO COMPLY WITH ANY AND ALL LAWFUL NOTICES, SUBPOENAS, COURT ORDERS AND/OR WARRANTS WITHOUT PRIOR NOTICE TO YOU.

19. DISPUTE RESOLUTION:

CHOICE OF LAW AND VENUE: This Agreement shall be treated as though it were executed and performed in Irvine, California and shall be governed by and construed in accordance with the laws of the State of California (without regard to conflict of law principles). MEDIATION PRECEEDING ARBITRATION: If a dispute arises out of or relates to this Agreement, or the breach thereof, and if the dispute cannot be settled through negotiation, the parties agree first to try in good faith to settle the dispute by MEDIATION administered by the American Arbitration Association under its Commercial Mediation Procedures before resorting to ARBITRATION (www.adr.org). If they do not reach such solution within a period of 60 days, then, upon notice by either party to the other, all disputes, claims, questions, or differences shall be finally settled by ARBITRATION as described below. ARBITRATION: Any controversy, claim, demand or disputes arising out of or in relation to any portion of this Agreement, or the breach thereof, shall be submitted to FINAL AND BINDING ARBITRATION before the American Arbitration Association ("AAA") (www.adr.org/) in accordance with its Commercial Rules applicable to proceedings determined by one (1) arbitrator. Any arbitration shall be conducted at facilities maintained by the AAA for that purpose in Irvine, California. Judgment upon any award the AAA may grant may be confirmed and entered in any court of competent jurisdiction. This provision shall be deemed self-executing, and an award may be entered against a party who fails to appear at any duly noticed hearing. This provision shall survive the expiration or termination of this Agreement. Nothing herein shall be construed to preclude any party from seeking injunctive relief in order to protect its rights pending an outcome in arbitration.

20. Legal Warning:

Any attempt by any individual, whether a User or Member or otherwise, to damage, destroy, tamper with, vandalize and/or otherwise interfere with the operation of the Site and/or Services, is a violation of criminal and civil law and iMatchUp™ will diligently pursue all remedies in this regard against any offending individual or entity to the fullest extent permissible by law and in equity.

21. Contact Us:

iMatchUp
c/o Atrinsic
42 Corporate Park, Suite 250,
Irvine, CA 92606.
By email: support@imatchup.com
By phone: (800) 387-0290