Last modification: July 7TH 2022
IAxGlobal Connect LLC. (onwards “IAxGlobal”, “Iconekta”, “us”, “we”, “our” or the “Company”) is a legally constituted company under Delaware state law and United States of America federal law.
IAxGlobal is the owner of the website www.iconekta.com (the ‘‘Website’’).
2. Contractual Relationship
PLEASE READ THESE TERMS CAREFULLY, AS THEY CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND IAXGLOBAL. In these Terms, the words "including" and "include" mean "including, but not limited to."
By accessing or using the Services, you confirm your agreement to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services. These Terms expressly supersede prior agreements or arrangements with you regarding the use of the Services.
IAxGlobal may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.
IMPORTANT: PLEASE BE ADVISED THAT THIS AGREEMENT CONTAINS PROVISIONS THAT GOVERN HOW CLAIMS BETWEEN YOU AND IAXGLOBAL CAN BE BROUGHT, INCLUDING THE ARBITRATION AGREEMENT (SEE SECTION 3 BELOW). PLEASE REVIEW THE ARBITRATION AGREEMENT BELOW CAREFULLY, AS IT REQUIRES YOU TO RESOLVE ALL DISPUTES WITH IAXGLOBAL ON AN INDIVIDUAL BASIS AND, WITH LIMITED EXCEPTIONS, THROUGH FINAL AND BINDING ARBITRATION (AS DESCRIBED IN SECTION 3 BELOW). BY ENTERING INTO THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS AGREEMENT AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.
Supplemental terms may apply to certain Services, such as policies for a particular event, activity or promotion, and such supplemental terms will be disclosed to you in connection with the applicable Services. Supplemental terms are in addition to, and shall be deemed a part of, the Terms for the purposes of the applicable Services. Supplemental terms shall prevail over these Terms in the event of a conflict with respect to the applicable Services.
IAxGlobal may make changes to these Terms from time to time. If IAxGlobal makes changes, it will provide you with notice of such changes updating the date at the top of these Terms. Unless the Company says otherwise in its notice, the amended Terms will be effective immediately and your continued access and use of the Services after IAxGlobal provides such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop accessing and using the Services.
3. Arbitration Agreement
By agreeing to the Terms, you agree that you are obliged to resolve any claim that you may have against IAxGlobal on an individual basis in arbitration as set forth in this Arbitration Agreement. This will preclude you from bringing any class, collective, or representative action against IAxGlobal, and also preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against IAxGlobal by someone else. For the avoidance of doubt, this precludes you from bringing or participating in any kind of class, collective, coordinated, consolidated, representative, or other kinds of group, multi-plaintiff, or joint action against the IAxGlobal.
(a) Agreement to Binding Arbitration Between You and IAxGlobal.
Except as expressly provided below in Section 3(b), you and IAxGlobal agree that any dispute, claim or controversy in any way arising out of or relating to (i) these Terms and prior versions of these Terms, or the existence, breach, termination, enforcement, interpretation, scope, waiver, or validity thereof, (ii) your access to or use of the Services at any time, or (iii) your relationship with IAxGlobal, will be settled by binding arbitration between you and the Company, and not in a court of law. This Agreement survives after your relationship with IAxGlobal ends.
You acknowledge and agree that you and the Company are each waiving the right to a trial by jury or to bring or to participate as a plaintiff or class member in any class or any kind of judicial complaint or procedure, purported class, collective, coordinated, consolidated, or representative proceeding.
This Arbitration Agreement shall be binding upon, and shall include any claims brought by or against any third parties, including but not limited to your spouses, heirs, third-party beneficiaries, and assigns, where their underlying claims are in relation to your use of the Services. To the extent that any third-party beneficiary to this agreement brings claims against the Parties; those claims shall also be subject to this Arbitration Agreement.
(b) Exceptions to Arbitration
Notwithstanding the foregoing, this Arbitration Agreement shall not require arbitration of the following claims: (i) individual claims brought in small claims court so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis; (ii) individual claims of sexual assault or sexual harassment occurring in connection with your use of the Services; and/or (iii) injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights.
Such claims may be brought and litigated in a court of competent jurisdiction by you on an individual basis only. On an individual basis means that you cannot bring such claims as a class, coordinated, consolidated, collective, or representative action against IAxGlobal. For the avoidance of doubt, this precludes you from bringing claims as or participating in any kind of class, collective, coordinated, consolidated, representative, or another kind of group, multi-plaintiff, or joint action against IAxGlobal, and no action brought by you may be consolidated or joined in any fashion with any other proceeding. Where your claims are brought and litigated to completion on such an individual basis in a court of competent jurisdiction, IAxGlobal agrees to honor your election.
The parties’ agreement not to require arbitration in these limited instances does not waive the enforceability of this Arbitration Agreement as to any other provision (including but not limited to, the waivers provided for in Section 3(a), which will continue to apply in court as well as in arbitration), or the enforceability of this Agreement as to any other controversy, claim or dispute.
(c) Rules and Governing Law.
The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the AAA’s Consumer Arbitration Rules (the "AAA Rules") then in effect, except as modified by this Arbitration Agreement.
The parties agree that the arbitrator ("Arbitrator") and/or the arbitral tribunal, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The Arbitrator and/or the arbitral tribunal shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are applicable, unconscionable, or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. If there is a dispute about whether this Arbitration Agreement can be enforced or applies to a dispute, you and IAxGlobal agree that the arbitrator will decide that issue.
Pre-Arbitration Dispute Resolution and Notification. Prior to initiating an arbitration, you and IAxGlobal each agree to notify the other party in writing of any dispute and to attempt to negotiate an informal resolution. Notice of the dispute must include the party’s name, preferred contact information, a brief description of the dispute, and the relief sought. Notice to IAxGlobal must be sent to IAxGlobal Connect LLC., Attn: Legal Department, [email protected]. Neither party shall initiate arbitration until 30 days after the notice is sent. Engaging in this pre-arbitration dispute resolution and notification process is a requirement that must be fulfilled before commencing arbitration. The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in the informal resolution process required by this paragraph.
Initiating Arbitration. In order to initiate arbitration, a party must provide the other party with a written Demand for Arbitration and file the Demand with AAA as specified in the AAA Rules. A party initiating an arbitration against IAxGlobal must send the written Demand for Arbitration to IAxGlobal Connect LLC. Attn: Legal Department, 2115 Pirai Av. The Arbitrator will be either (1) a retired judge or (2) an attorney licensed to practice law in the state where the arbitration is conducted. The Arbitrator will be selected by the parties from the AAA's National Roster of Arbitrators. If the parties are unable to agree upon an Arbitrator after a good faith meeting and confer effort, then the AAA will appoint the Arbitrator in accordance with the AAA Rules.
(e) Location and Procedure.
Unless you and the Company mutually agree otherwise, the arbitration will be conducted in the State of Delaware, USA. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and IAxGlobal submit to the Arbitrator, unless you request a hearing or the Arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the Arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
(f) Arbitrator's Decision.
The Arbitrator will render an award within the time frame specified in the AAA Rules. Judgment on the arbitration award may be entered in any court having competent jurisdiction to do so. The Arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. An Arbitrator’s decision shall be final and binding on all parties. An Arbitrator’s decision and judgment thereon shall have no precedential or collateral estoppel effect. If you prevail in arbitration, you may seek an award of attorneys' fees and expenses to the extent permitted under applicable law.
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be sole as set forth in the AAA Rules.
(h) Severability and Survival.
If any portion of this Arbitration Agreement is found to be unenforceable or unlawful for any reason, (1) the unenforceable or unlawful provision shall be severed from these Terms; (2) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of the Arbitration Agreement or the parties ability to compel arbitration of any remaining claims on an individual basis pursuant to the Arbitration Agreement; and (3) to the extent that any claims must therefore proceed on a class, collective, consolidated, representative basis or any kind of judicial complaint or procedure, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall stay pending the outcome of any individual claims in arbitration.
4. The Services
IAxGlobal hosts a platform-based trustworthy legal ecosystem that is offered in the website www.iconekta.com (the ‘‘Website’’). Among other things, Iconekta Ecosystem enables you to receive: (i) services rendered by IAxGlobal that facilitate your connection to independent third-party providers, including businesses, investors, law firms and member law firms (“Third Party Providers”), for the purchase of good or services, investments, raise capital; and (ii) connection to business opportunities provided and/or proposed by the Third-Party Providers. The Iconekta Ecosystem and the IAxGlobal content or services described in this Section are collectively referred to as “the Services”.
YOU ACKNOWLEDGE THAT YOUR ABILITY TO OBTAIN SERVICES OR GOODS FROM THIRD-PARTY PROVIDERS, RAISE CAPITAL OR INVEST THROUGH THE USE OF THE ICONEKTA ECOSYSTEM AND SERVICES DOES NOT ESTABLISH IAXGLOBAL AS A PROVIDER OR INVESTOR IN THE SERVICES, GOODS, OR INVESTMENTS PROVIDED BY THESE THIRD-PARTY PROVIDERS. IAXGLOBAL IS NOT A LEGAL SERVICE PROVIDER OR INVESTMENT CONSULTANT, AND THE USE OF THE ICONEKTA ECOSYSTEM IS ONLY OPEN TO REGISTERED USERS OF THE ICONEKTA ECOSYSTEM AND NOT TO THE GENERAL PUBLIC.
YOU ACKNOWLEDGE THAT INDEPENDENT THIRD-PARTY PROVIDERS, INCLUDING BUSINESSES, INVESTORS, LAWYERS, AND LAW FIRMS ARE NOT ACTUAL AGENTS, APPARENT AGENTS, OSTENSIBLE AGENTS, OR EMPLOYEES OF IAXGLOBAL IN ANY WAY.
Subject to your compliance with these Terms, IAxGlobal grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable access to (i) access and use the Website on your personal device solely in connection with your use of the Services; and (ii) access and use any content, information and related materials that may be made available through the Services, in each case solely for your personal use. Any rights not expressly granted herein are reserved by IAxGlobal.
Subject to your compliance with these Terms, IAxGlobal grants you exclusive access -only by invitation- to become a member of a closed club of Law Firms Verifiers to access and use the Website and platform with unlimited licenses for your Law Firm team; Unlimited Business Opportunities for your Clients portfolio as well as other benefits that IAxGlobal reserves the right to communicate directly with the Law Firm.
You may not: (i) remove any copyright, trademark, or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by IAxGlobal; (iii) decompile, reverse engineer or disassemble the Services except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Services; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (vi) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks.
Third-Party Services and Content.
The Services and all rights therein are and shall remain IAxGlobal's property or the property of IAxGlobal's licensors. Neither these Terms nor your use of the Services convey or grant to you any rights in or related to the Services except for the limited access granted above.
You agree that you will not use IAxGlobal’s trademarks, service marks, or trade dress or any similar names, marks, or trade dress (“IAxGlobal’s Marks”), aside from use incidental to your use of the Services, without express, written permission from the Company. This prohibition on using IAxGlobal’s Marks includes, but is not limited to, use in domain names, websites, platforms, and social media accounts.
5. Access and Use of the Services
Your Lawyer and/or Law Firm will be able to delete your Account at any desired moment, as long as all payments are fulfilled up to date and no amount is due payment in favor of the Company. In order to proceed with the Account cancellation, you have to reach out to [email protected].
User Requirements and Conduct.
In case of non-compliance with the behaviors required or the violation of these terms may result in the permanent loss of access to the Services.
The Service is not available for use by persons under the age of 18. You may not authorize third parties to use your Account, and you may not allow persons under the age of 18 to access the Services from IAxGlobal and/or third-party providers unless they are accompanied by compliance with these Terms. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when using the Services, and you may only use the Services for lawful purposes and never use the Services for illicit purposes related to weapons, drugs, money laundering, or any other unlawful act. You will not, in your use of the Services, cause nuisance, annoyance, inconvenience, or damage, whether to the third-party provider or any other party. In certain instances, you may be asked to provide proof of identity to access or use the Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of identity.
Text Messaging and Telephone Calls.
You agree that IAxGlobal Connect LLC., and its subsidiaries, representatives, affiliates, officers, and directors, may contact you by telephone or text messages (including by an automatic telephone dialing system and/or with an artificial or pre-recorded voice) at any of the phone numbers provided by you or on your behalf in connection with an Iconekta account, including for marketing purposes. You understand that you are not required to provide this consent as a condition of purchasing any property, goods, or services. You also understand that you may opt-out of receiving text messages from IAxGlobal at any time, by following the directions found at https://www.iconekta.com/unsubscribe. You acknowledge that opting out of receiving text (SMS) messages may impact your use of the Services.
You agree that IAxGlobal may contact you using any of the phone numbers your Lawyer and/or Law Firm provided in connection with an Iconekta account (including via text or voice-recorded message) or your email address in the case of suspected fraud or unlawful activity.
The Company may, in IAxGlobal’s sole discretion, permit you from time to time to submit, upload, publish or otherwise make available to IAxGlobal through the Services textual, audio, and/or visual content and information, including commentary and feedback related to the Services, initiation of support requests, and submission of entries for competitions and promotions (“User Content”). Any User Content provided by you or your Lawyer and/or Law Firm remains your property. However, by providing User Content to the Company, you grant IAxGlobal a worldwide, perpetual, irrevocable, transferable, royalty-free license, with the right to sublicense, use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such User Content in all formats and distribution channels now known or hereafter devised (including in connection with the Services and the Company’s business and on third-party sites and services), without further notice to or consent from you, and without the requirement of payment to you or any other person or entity.
You declare and warrant that: (i) you either are the only and exclusive owner of all User Content or you or your Lawyer and/or Law Firms have all rights, licenses, consents, and releases necessary to grant IAxGlobal the license to the User Content as set forth above; and (ii) neither the User Content nor your submission, uploading, publishing or otherwise making available of such User Content nor the Company’s use of the User Content as permitted herein will infringe, misappropriate or violate a third party’s intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
You and your Lawyer and/or Law Firm agree to NOT provide User Content that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, or otherwise offensive, as determined by IAxGlobal in its sole discretion, whether or not such material may be protected by law. The Company may, but shall not be obligated to, review, monitor, or remove User Content, at IAxGlobal’s sole discretion and at any time and for any reason, without notice to you.
As IAxGlobal respects your rights to your ideas, please do not submit any confidential ideas, information, or suggestions in any form to the Company or any of its affiliates. For any ideas, information, or suggestions you do submit, regardless of what your communication regarding your submissions says, you understand that your submissions are voluntary and the following terms shall apply to your submissions: (i) your submissions and their contents will automatically become the property of IAxGlobal, without any compensation to you; (ii) The Company has no obligation to review your submissions; (iii) IAxGlobal may implement and distribute any portion of your submissions and their contents for any purpose in any way, without any compensation to you; and (iv) The Company has no obligation to keep your submissions confidential.
Network Access and Devices.
You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from a wireless-enabled device and you shall be responsible for such rates and fees. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and any updates thereto. The Company does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.
You understand that by creating and registering an Account, in order to access the Services, you agree to a determined fee being applied as a Member and/or Law Firm Verifier, the information regarding fees amount, payment method and others relating to payment as part of the Services can be found on the Registration, Membership & Payment Terms, available at https://www.iconekta.com/registrationmembership&payment.
The Membership Fee is only applicable to the Services provided by IAxGlobal, the services or goods you acquire from Third Party Providers are not covered or vested by the payment obligation contracted with IAxGlobal. All services or goods acquired by Third Party Providers shall be negotiated and paid directly with and to the Third-Party Providers. IAxGlobal does not guarantee and is not liable for the services or goods provided by Third-Party Providers.
Your Lawyer and/or Law Firm can delete your Account at any time desired, as long as all payments are fulfilled up to date and no amount is due payment in favor of Iconekta.
7. Law Firm Verifier
For users to access the Iconekta Ecosystem, they must be uploaded, previously vetted, and verified by an Iconekta Law Firm Verifier.
Iconekta Law Firm Verifiers acknowledge and accept that, by registering, submitting the membership and being granted the membership by Iconekta, they grant a worldwide, perpetual, royalty-free license to use the Iconekta Law Firm Verifiers trademarks, service marks, or business image or any similar names, marks, or business image in the Website, newsletters, blogs, social media, social media posts, media, advertising media, and other similar outlets with the aim of increase and extend the scope of the Iconekta Services and Iconekta Ecosystem.
In the case that an Iconekta Law Firm Verifier, its partners, directors, employees, and any other person related to the Law Firm Verifier, does not comply with the current prohibition, the Law Firm Verifier will be subject to a $US. 5.000.000 (Five Million United States Dollars) penalty, which the Iconekta Law Firm Verifier acknowledges and accepts to pay in favor of IAxGlobal Connect LLC.
8. Verification Process
In order to access the Iconekta Trustworthy Legal Ecosystem, the Lawyer and/or Law Firm of your jurisdiction will conduct a Verification Process, which will result in a Verification Report. The Verification Process will require you to provide your business legal documentation to the Lawyer and/or Law Firm of your jurisdiction.
The outcome of the Verification Report will grant or deny access to the Ecosystem, based on the reliability and trustworthiness determined by the Lawyer and/or Law Firm of your jurisdiction.
In case you or your company complies with all the legal documents required, the Lawyer and/or Law Firm will grant you access to the Ecosystem by uploading the Verification Report to the platform.
In case you or your company do not comply with all the legal documents required, the Lawyer and/or Law Firm will deny access to the Ecosystem by uploading the Verification Report to the platform.
9. Disclaimers; Limitation of Liability; Indemnity.
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." IAXGLOBAL DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TERMS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND IN ADDITION, IAXGLOBAL MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.
IAXGLOBAL DOES NOT GUARANTEE THE QUALITY, SUSTAINABILITY, SAFETY OR ABILITY OF THIRD-PARTY PROVIDERS. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE OR GOOD REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.
IAXGLOBAL DOES NOT CONTROL, MANAGE OR DIRECT ANY THIRD-PARTY PROVIDERS. THIRD PARTY PROVIDERS ARE NOT ACTUAL AGENTS, APPARENT AGENTS, OSTENSIBLE AGENTS, OR EMPLOYEES OF IAXGLOBAL.
IAXGLOBAL DOES NOT CONTROL, ENDORSE OR TAKE RESPONSIBILITY FOR ANY USER CONTENT OR THIRD-PARTY CONTENT AVAILABLE ON OR LINKED TO BY THE SERVICES. IAXGLOBAL CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SERVICES OR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
Limitation of Liability.
IAXGLOBAL SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, REGARDLESS OF THE NEGLIGENCE (EITHER ACTIVE, AFFIRMATIVE, SOLE, OR CONCURRENT) OF IAXGLOBAL, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IAXGLOBAL SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD-PARTY PROVIDER, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IAXGLOBAL SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND THE COMPANY'S REASONABLE CONTROL. YOU ACKNOWLEDGE THAT THIRD PARTY PROVIDERS ARE NOT OSTENSIBLE AGENTS, APPARENT AGENTS, ACTUAL AGENTS, OR EMPLOYEES OF IAXGLOBAL.
THE LIMITATIONS AND DISCLAIMERS IN THIS SECTION DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, IAXGLOBAL’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. THIS PROVISION SHALL HAVE NO EFFECT ON IAXGLOBAL’S CHOICE OF LAW PROVISION SET FORTH BELOW.
You agree to indemnify and hold IAxGlobal and its affiliates and their officers, directors, employees, and agents harmless from and against any and all actions, claims, demands, losses, liabilities, costs, damages, and expenses (including attorneys' fees), arising out of or in connection with: (i) your use of the Services or services or goods obtained through your use of the Services; (ii) your breach or violation of any of these Terms; (iii) IAxGlobal's use of your User Content; or (iv) your violation of the rights of any third party, including Third Party Providers.
10. Other Provisions
Choice of Law.
These Terms shall be governed by and construed in accordance with the laws of the State of New York, U.S.A., without regard to the choice or conflict of law principles of any jurisdiction, except as may be otherwise provided in the Arbitration Agreement in Section 3 above or in supplemental terms applicable to your region. This Choice of Law provision applies only to the interpretation of these Terms and is not intended to create any other substantive right for non-New York residents to assert claims under New York law or bring claims in New York courts whether that be by statute, common law, or otherwise. These provisions, and except as otherwise provided in Section 3 of these Terms, are only intended to specify the use of State of New York law to interpret these Terms, and these provisions shall not be interpreted as generally extending State of New York law to you if you do not otherwise reside in State of New York.
Any dispute, claim, or controversy arising out of or relating to incidents or accidents resulting in personal injury (including but not limited to sexual assault or harassment claims), physical and/or virtual, that you allege occurred in connection with your use of the Services, whether before or after the date you agreed to the Terms, shall be governed by and construed in accordance with the laws of the state or jurisdiction in which the incident or accident occurred.
Claims of Copyright or Trademark Infringement.
Any claim of copyright and/or trademark infringement must be sent to IAxGlobal Connect LLC., Attn: Legal Department, [email protected].
IAxGlobal may give notice by means of a general notice on or through the Services, electronic mail to the email address associated with your Account, telephone or text message to any phone number provided in connection with your account, or by written communication sent by first class mail or pre-paid post to any address connected with your Account. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or at the time of sending (if sent by email, telephone, or on or through the Services). You may give notice to IAxGlobal, with such notice deemed given when received by the Company, at any time by first class mail or pre-paid post to IAxGlobal Connect LLC.
You may not assign these Terms without IAxGlobal's prior written approval. IAxGlobal may assign these Terms without your consent to (i) a subsidiary or affiliate; (ii) an acquirer of the Company's equity, business, or assets; or (iii) a successor by merger. Any purported assignment by you in violation of this section shall be void. No joint venture, partnership, employment, or agency relationship exists between you, IAxGlobal, or any Third-Party Provider as a result of this Agreement or use of the Services. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. The Company's failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by IAxGlobal in writing. This provision shall not affect the Severability and Survivability section of the Arbitration Agreement of these Terms.