Overview

Last Update: November 18, 2023.

The following terms (the “Terms”) govern your use of www.Impressionwise.com (the “Site”), including but not limited to the following actions: accessing the Site; registering an account on the Site; utilizing any of tools made available through the Site, including any services (collectively, the “Services”); or contacting us through the Site, or initiating a request for us to contact you by email. Your use of the Site or Services constitutes Your acceptance of these Terms. The Terms may be amended by Impressionwise from time to time in its sole discretion. It is Your responsibility to review these Terms periodically, and if at any time You find these Terms unacceptable, You must immediately leave the Site and cease all use of the Site and Services. Please read them carefully.

Your use of the Services shall also be subject to the Terms & Conditions of Use Agreement.

By using the site or services, you represent that you are at least 18 years old and that you are legally able to enter into this agreement.

Privacy

Please review our Privacy Policy, which also governs Your visit to the Site, and explains Impressionwise’s collection and use practices for information submitted to the Site and through the Services.

Electronic Communications

By submitting Your information (“User Data”) to Impressionwise through the Site or Services, including through the creation of an account or by contacting us through the Site and providing your email address, you are consenting to the following: a) to receive communications from us directly, on our Site or through a third party, via any contact method you provide, including email; and b) that Impressionwise and its associates may collect, use, and disclose any info Services to third parties. By creating an account, you are providing your affirmative consent to receive occasional news, information, special offers, and other email communications from Impressionwise directly, on our Site, or through a third party. If you no longer wish to receive these communications, please let us know by sending an email at operations@Impressionwise.com. You may also opt-out by clicking on the unsubscribe link in our emails. We may also communicate with you by posting notices on this Site. 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.

Proprietary Rights

When accessing the Site or using the Services, You agree to obey the law and to respect the intellectual property rights of others. Your use of the Services and the Site is at all times governed by and subject to laws regarding copyright ownership and use of intellectual property. All content included on this Site, such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software, is the property of Impressionwise or its content suppliers and is protected by international copyright laws. The compilation of all content on this Site is the exclusive property of Impressionwise, with copyright authorship by Impressionwise, and protected by copyright laws. You may not use any Impressionwise logo or other proprietary graphic or trademark without express written permission.

Except for the limited license expressly granted herein to use the Site and Services, Impressionwise expressly reserves all right, title and interest in and to the Site and Services and all processing, analytics, data and other software and technology used by Impressionwise in the provision of the Services, including, without limitation, any derivatives, improvements, enhancements or extensions of the Site and Services conceived, reduced to practice or otherwise developed by or on behalf of Impressionwise, all of which are valuable assets of Impressionwise, together with any copyright, patent or trademark or other intellectual property rights, or federal or state rights, pertaining thereto.

Nothing contained on the Site should be understood as granting You a license to use any of the trademarks, service marks, or logos owned by Impressionwise or by any third party. Impressionwise's trademarks and trade dress may not be used in connection with any product or service that is not Impressionwise’s in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Impressionwise or the Site or Services. You recognize and acknowledge the validity and ownership of the Impressionwise’s trademarks and trade dress in the United States and other countries. You agree not to contest the ownership of such marks. Any questions, comments, suggestions, or materials submitted to us through the Site will become our sole property.

Eligibility and Registration

You represent and warrant that you (a) are at least 18 years old, (b) have not been previously suspended from using the Services, and (c) have full power and authority to enter into this agreement and that, in doing so, will not violate any other agreement to which you are a party.

By registering to the Site or Services and placing an order to acquire Services, you warrant and represent and that any information provided by you at the time of registration is complete, truthful and accurate, and you agree to ensure that such information is kept up to date.

Upon registering for an account, you will receive an account designation and will be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another User at any time, or to disclose your password to any third party. You agree to notify us immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account. You may not transfer, assign or sell your Impressionwise account and/or User ID to another party.

Access to the Impressionwise Services may be made available in free or paid versions and/or in different service levels. Not all of the features and functionality of the Impressionwise Services may be available in each version or service level. The features and functionality of each version or service level may be changed from time to time at Impressionwise discretion.

Impressionwise may charge fees in accordance to the fees presented to you prior to your registration (see our pricing schedule). All amounts shall be exclusive of any tax, levy or similar charge, and will be expressed and paid in US Dollars. The payment shall be made either by Credit Card or any other method approved by Impressionwise. Please note that we have a strict no refunds policy.

If your billing information and payment source is invalid, if charges billed to you are declined or not paid or if you fail to pay charges for a paid version of Impressionwise Services when due, your account may be suspended or cancelled, at Impressionwise discretion. If a User account is suspended, Impressionwise may, but is not obligated to, maintain your account and/or related content and information, in order to allow the User to pay the past-due charges and restore its account. If the charges are not paid, such account may be cancelled. Please note, that until paid in full, all past due amounts will bear an additional charge of the lesser of 1-1/2% per month or the maximum amount permitted under applicable law.

Prices are subject to change without notice and may vary from time to time. Please ask your Impressionwise account manager contact for further details.

Impressionwise may, in its sole discretion, refuse to offer access to or use of the Site and Services to any person or entity, and change its eligibility criteria at any time. This provision is void where prohibited by law and this right is revoked in such jurisdictions.

Your User Account

In order to utilize the Services, You must register and create an account. In order to create an account, You must provide Impressionwise with complete and accurate information as prompted by the registration form, including an email address and password. You are responsible for maintaining the confidentiality of Your account and password and for restricting access to Your computer, and You agree to accept responsibility for all activities that occur under Your account or password. Any reference in these Terms to Your access or use of the Services is deemed to include access or use by Your affiliates and end users, and any act or omission of an affiliate or end user that does not comply with these Terms will be deemed a breach of these Terms by You. You will ensure that Your account and use of the Site and Services complies with all the provisions of these Terms and any applicable local, state, national and foreign laws. You agree to notify Impressionwise immediately of any unauthorized use of Your account or any other breach of security. If You create an account on behalf of an entity, these Terms bind both You and the entity. By registering as an account holder, you consent to Impressionwise identifying you as a client on its Site. To the extent that you register for or create an account with the Site, You agree that Impressionwise and its personnel may have access to your account and records as reasonably necessary to investigate complaints and maintain the Site in general.

License and Site Access

You have sole responsibility for the accuracy and quality of any data submitted by You and Your affiliates to the Site or Services (“Your Data”) and for ensuring that Your collection and use of Your Data complies with all applicable laws. You hereby represent and warrant that the You will comply with all U.S. and foreign laws, rules, regulations, and industry standards and guidance applicable to Your use of the Site and Services, and use of any validated emails obtained through the Services, including, but not limited to, abiding by all applicable Federal Trade Commission, Federal Communications Commission, U.S. Food and Drug Administration, or analogous state rules or regulations relating to online advertising, business opportunities, dietary supplements, commercial electronic mail, telemarketing, endorsements, or health or medical claims. You further represent and warrant that You will comply with all applicable U.S. laws and regulations in the use and storage of the validated emails obtained through the Services, including but not limited to, the Telephone Consumer Protection Act, 47 U.S.C. §§ 227 et seq. (“TCPA”), the Federal Trade Commission Act (“FTC Act”), all FTC rules, regulations, and guidelines, the Child Protection and Obscenity Enforcement Act, 18 U.S.C. §§ 2257 (“Section 2257”), the Telemarketing and Consumer Fraud and Abuse Prevention Act, 15 U.S.C. §§ 6101 et seq., and the CAN-SPAM Act of 2003, as amended, together with any similar state laws.

Impressionwise grants You a limited license to access and make personal use of this Site and not to download (other than page caching) or modify it, or any portion of it, except with express written consent of Impressionwise. Any unauthorized use terminates the permission or license granted by Impressionwise. Subject to Your compliance with these Terms, and Your payment of all applicable fees, Impressionwise hereby grants You a limited, revocable, non-exclusive, non-transferable license to use the Services solely for Your own individual purposes. This license is automatically terminated if You violate any of these Terms.

Impressionwise grants You a limited license to access and make personal use of this Site and not to download (other than page caching) or modify it, or any portion of it, except with express written consent of Impressionwise.net. Any unauthorized use terminates the permission or license granted by Impressionwise. Subject to Your compliance with these Terms, and Your payment of all applicable fees, Impressionwise hereby grants You a limited, revocable, non-exclusive, non-transferable license to use the Services solely for Your own individual purposes. This license is automatically terminated if You violate any of these Terms.

Except as expressly set forth herein, You must not do, or permit others to do, any of the following:

• Use the Site or Services in any manner that is prohibited by law or regulation, or to facilitate a violation of any law or regulation;
• Use, copy, reproduce, modify, or create derivative works of the Site, Services, or any content;
• Resell information obtained through use of the Site or Services;
• Download or copy any information for the benefit of another individual or entity;
• Transfer, lease, lend, sublicense, resell or otherwise distribute or allow third party access to any portion of the Site or Services, including, but not limited to, by sharing Your access username and/or password;
• Attempt to or modify, reverse engineer, decompile or disassemble the Site or Services or convert them to any other format or medium;
• Remove, obscure, or alter any legal notices, including any notices of intellectual property rights appearing in the Services;
• Make any changes to the content of the Services;
• Transmit unlawful, fraudulent, offensive, obscene, pornographic, abusive, harassing, threatening, discriminatory or otherwise obscene material or to send defamatory or libelous messages;
• Attempt to or bypass, modify, defeat, or circumvent security features that protect the Services;
• Use, post, transmit or introduce any device, software or routine which interferes or attempts to interfere with the operation of the Services;
• Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, extract, acquire, copy or monitor the Services or any portion thereof, without our express written consent, which may be withheld in our sole and absolute discretion;
• Frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Impressionwise.net without the express written consent of Impressionwise;
• Use any meta tags or any other “hidden text” utilizing Impressionwise’s name or trademarks without the express written consent of Impressionwise;
• Violate or attempt to violate the security of Impressionwise's networks or servers, including but not limited to accessing data not intended for You or logging into a server or account which You are not authorized to access; attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper written request and authorization; and/or interfering or attempting to interfere with service to any user, host or network, including by means of submitting a virus to the Site or Services, overloading, flooding, spamming, mail bombing or crashing;
• Use the Site or Services to send unsolicited e-mail, including, without limitation, promotions, or advertisements for products or services;
• Forge any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Services;
• Modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by Impressionwise in providing the Site or Services;
• Attempt to or steal passwords or credit card information;
• Provide false or misleading information, to obtain unauthorized access to the Site or Services;
• Interfere with the use of the Site or Services, or to encourage conduct that would give rise to civil liability; or
• Impersonate Impressionwise personnel or other persons or entities or use any electronic mail message, device, software or programming routine that would impair or interfere with the operation of this Site.

Any violation of system or network security may subject You to civil and/or criminal liability. Impressionwise reserves the right, with or without notice, to immediately terminate the account of any persons that violate these Terms, violate any party’s intellectual rights, misuse the Site or Services, or otherwise engage in inappropriate conduct, as determined by Impressionwise in its sole discretion, with or without notice to you and without liability to You. In the event of Impressionwise’s reasonable belief that You have violated these Terms, Impressionwise may disable Your account without compensation or refund. Impressionwise may also pursue any other remedies available to it under applicable law.

Impressionwise may in its sole discretion offer the Services for free or on a reduced basis, in a limited form, through a special offer, or on an otherwise trial basis. With the exception of such special offers, as a condition of Your use of the Services, You must purchase credits in advance of your use of the Services and/or otherwise prepay via the Site. The current pricing structure is set forth on the Site at https://www.impressionwise.com/App/pricing.html, or any other URL as specified by Impressionwise, as may be updated by Impressionwise. Impressionwise may change the fees for the Services at any time and from time to time, effective immediately upon Your receipt of notice of such fee change; provided, that, such fee changes will only be effective as to usage of the Services thereunder that occur after the effective date of the relevant fee change. Unless otherwise stated, all fees are stated in U.S. Dollars. All sales/prepayments for credits made to Impressionwise are final and non-refundable. Where credits are issued to Customer and not prepaid by Customer in advance, if payment is not made within thirty (30) days following issuance of the credits: (a) any unused credits will be deactivated until payment is received, and b) interest will accrue on the owed payment on a monthly basis at the lesser of 1.5% per month, or the maximum allowable interest rate. Additional details are included in our Terms & Conditions of Use Agreement.

In addition to the fees, You shall also be responsible for all taxes assessed in connection with the Services, including any foreign, federal, state, or local taxes and charges assessed in connection with the Services, including, without limitation, all governmental excise, use, sales, value-added, and occupational taxes and other fees, or other similar surcharges and levies (including, without limitation, universal service fund charges or equivalents), but excluding any taxes based on a Party's net income ("Taxes"). You agree that You are solely responsible for collection and payment of any and all Taxes that You are required to pay to any taxing authority in connection with Your use of the Services, and You shall indemnify us for any losses, liabilities, costs, and expenses incurred as a result of a breach by You of this section.

By providing any credit card information, You represent that You are authorized to use the card and authorize Impressionwise to charge the card for any fees. By submitting payment information, You authorize Impressionwise to provide that information to third parties for purposes of facilitating payment for the Impressionwise Services. You agree to verify any information requested by Impressionwise for purposes of acknowledging or completing any payment. All credit/charge card payments are subject to authorization by the card issuer. If Your payment is not authorized, we will cancel Your order (and notify You that we have done so). With the exception of special offers, access to the Services, or certain tools within the Services, will only be made available to You once You have purchased credits.

Copyright and Limited License

Unless otherwise indicated, the Services, including all content, video and other materials on or made available via the Services, are the proprietary property of Impressionwise and its licensors and are protected by U.S. copyright laws. You are granted a limited, non-transferable, non-exclusive, revocable license to access and use the Services solely for your own personal or business purposes; provided, however, that, unless otherwise expressly permitted via the Services, you may not: (a) resell, lease, rent, or sublicense any Services or any access to the Services; (b) distribute, publicly perform or publicly display any Services; (c) modify or otherwise make any derivative uses of any Services; (d) download (other than page caching) any Services, except as expressly permitted on the Services; or (e) use the Services other than for their intended purposes. Except as explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise.

Trademarks

"Impressionwise," the Impressionwise logos, the look and feel of the Services, and any other product or service name or slogan contained in the Services are trademarks, service marks and/or trade dress of Impressionwise or our suppliers or licensors and may not be copied, imitated or used, in whole or in part, without the prior written authorization of Impressionwise or the applicable trademark holder. Any authorized use of such trademarks, service marks and/or trade dress must be in accordance with any guidelines provided by Impressionwise.

User Content

The Services may include discussion forums, blogs, or other interactive features or areas (collectively, “Interactive Areas”), in which you may create, post, transmit or store any content on the Services, such as text, photos, video, or graphics (“User Content”). You are solely responsible for any User Content you create, post, transmit or store via the Services, and your use of the Interactive Areas is at your own risk. You hereby grant Impressionwise a non-exclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display any User Content via the Services and any other medium. You represent and warrant that you own and control all of the rights, title and interest in and to any User Content or you otherwise have all necessary rights to grant the rights to Impressionwise that you grant in these Terms.

You agree not to create, post, transmit or store via the Services any User Content that:

Impressionwise takes no responsibility and assumes no liability for any User Content or for any loss or damage thereto. Enforcement of the Terms is solely in our discretion and the absence of enforcement of these Terms in some instances does not constitute a waiver of our right to enforce the Terms in other instances. In addition, these Terms do not create any private right of action on the part of any third party or any reasonable expectation or promise that the Services will not contain any content that is prohibited by these Terms.

Although Impressionwise has no obligation to screen, edit or monitor any of the User Content posted on the Services, Impressionwise reserves the right, and has absolute discretion, to remove, screen or edit any User Content posted or stored on the Services at any time and for any reason without notice, and you are solely responsible for creating backup copies and replacing any User Content you post or store on the Services at your sole cost and expense.

User Conduct

You agree that you will not use the Services in violation of any law, contract or intellectual property or other third party right. You further agree not to:

Third Party Services and Sites

Impressionwise may use or provide access to one or more third parties to process payments, process account or user registrations, or provide other services. Your interactions with any of these third parties is controlled by the terms and conditions imposed by those third parties. Any disputes arising from a third party's services must be resolved directly between You and the third party. Impressionwise disclaims all warranties or representations regarding any third party services.

Impressionwise cannot always foresee or anticipate technical or other difficulties that may result in failure to obtain data or loss of data or other interruptions in the Site or Services. Impressionwise does not assume responsibility for the timeliness, accuracy, deletion, non-delivery or failure to store any data or communications. Your use of third party offerings is at Your own risk and is subject to any additional terms, conditions, and policies applicable to such third party offerings.

To the extent the Site includes links to other third party websites, we have no responsibility for the accuracy or availability of information provided by other sites to which you may link from the Site. The availability of these links does not constitute an endorsement of, or association with, such sites or the content, products, advertising or other materials presented on such sites. Neither the Site nor the Protected Entities makes any representations or give any warranties with respect to any information contained in or at these other sites and neither the Site nor the Protected Entities shall be liable for any damages or injury arising from the content of these other sites. Neither the Site nor its affiliates endorses the individuals, companies, or other similar entities, or any products or materials associated with such individuals, companies, or other similar entities, that provide a link to this Site. You acknowledge and agree that we are not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any content, goods or services available on such sites.

Disclaimer of Warranties and Limitation of Liability

THIS SITE IS PROVIDED BY IMPRESSIONWISE ON AN "AS IS" AND "AS AVAILABLE" BASIS. IMPRESSIONWISE MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS SITE OR THE INFORMATION, CONTENT, MATERIALS, OR SERVICES OFFERED THROUGH THIS SITE. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE IS AT YOUR SOLE RISK. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, IMPRESSIONWISE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. IMPRESSIONWISE DOES NOT WARRANT THAT THIS SITE, ITS SERVERS, OR E-MAIL SENT FROM IMPRESSIONWISE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. IMPRESSIONWISE MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS; AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR SERVICES; AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION PROVIDED THROUGH THE SITE OR SERVICES; OR THAT THE OPERATION OF THE SITE OR SERVICES WILL BE UNINTERRUPTED OR ERROR FREE. YOU ACKNOWLEDGE THAT AN INTERRUPTION IN THE SITE OR SERVICES DUE TO CIRCUMSTANCES BEYOND THE REASONABLE CONTROL OF IMPRESSIONWISE SHALL BE CONSIDERED A FORCE MAJEURE EVENT. FURTHER, IMPRESSIONWISE DISCLAIMS ALL RESPONSIBILITY, WARRANTIES, AND LIABILITY FOR DELAY, INTERRUPTION, OR INEFFICIENCY ATTRIBUTABLE TO YOUR HARDWARE OR SOFTWARE OR THAT OF ANY OTHER THIRD PARTY.

IMPRESSIONWISE’S LIABILITY TO YOU IS LIMITED. IN NO EVENT SHALL IMPRESSIONWISE OR ANY OF ITS OWNERS, DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS, REPRESENTATIVES, PARENT COMPANIES, SUBSIDIARIES, AFFILIATES, OR SERVICE PROVIDERS (COLELCTIVELY, THE “PROTECTED ENTITIES”) BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE OR SERVICES, OR THE CONTENT, MATERIALS, AND FUNCTIONS RELATED THERETO (INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL DAMAGES, LOST PROFITS, OR LAST DATA, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES). THIS LIMITATION SHALL APPLY REGARDLESS OF WHETHER THE DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT, OR ANY OTHER LEGAL THEORY OR FORM OF ACTION. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS. IN THE EVENT THE FOREGOING LIMITATION OF LIABILITY SET FORTH HEREIN SHALL BE FOR ANY REASON HELD UNENFORCEABLE OR INAPPLICABLE, YOU AGREE THAT IMPRESSIONWISE AND THE PROTECTED ENTITIES’ AGGREGATE LIABILITY SHALL NOT EXCEED FIVE DOLLARS ($5.00). THE ABOVE LIMITATION MAY NOT APPLY IN ALL JURISIDICTIONS OR TO ALL USERS. IF YOU ARE NOT IN AGREEMENT WITH THE FOREGOING, YOUR SOLE REMEDY IS TO TERMINATE THIS AGREEMENT AND DISCONTINUE USE OF THE SITE.

Limitations on Liability and Remedies

IMPRESSIONWISE ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO ANY DISPUTE WITH IMPRESSIONWISE (INCLUDING WITHOUT LIMITATION YOUR USE OF THE SITE and/or services) IS TO DISCONTINUE YOUR USE OF THE services. IMPRESSIONWISE AND ITS AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SERVANTS OR AGENTS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGE ARISING FROM YOUR USE OF THE SITE OR SERVICES OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OR REGISTRATION WITH IMPRESSIONWISE SITE OR SERVICES. THESE EXCLUSIONS FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES INCLUDE, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF IMPRESSIONWISE HAD BEEN ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UPON WHICH THE CLAIM IS BASED. IMPRESSIONWISE LIABILITY, AND (AS APPLICABLE) THE LIABILITY OF IMPRESSIONWISE’S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO IMPRESSIONWISE IN THE 1 MONTH PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $100. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS, IMPRESSIONWISE’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. USER ACKNOWLEDGES AND AGREES THAT WITHOUT THE FOREGOING EXCLUSIONS AND LIMITATIONS OF LIABILITY, IMPRESSIONWISE WOULD NOT BE ABLE TO OFFER THE SITE OR THE SERVICES.

Indemnity

You agree to indemnify Impressionwise for certain of Your acts and omissions. You agree to indemnify, defend, and hold harmless Impressionwise and the Protected Entities from any and all third party claims, losses, liability, damages, and/or costs (including reasonable attorney fees and costs) arising from Your access to or use of the Site, Your violation of these Terms, or Your infringement, or infringement by any other user of Your account, of any intellectual property or other right of any person or entity. Impressionwise will notify You promptly of any such claim, loss, liability, or demand, and will provide You with reasonable assistance, at Your expense, in defending any such claim, loss, liability, damage, or cost.

Applicable Law

These Terms of Use shall be construed in accordance with and governed by the laws of the state of Florida, without regard to principles of conflict of laws. Any claim or controversy arising out of or relating to these Terms, or the breach thereof, and/or the use of the Site or the Services shall be settled by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The place of arbitration shall be Tampa, Florida. The United States Federal Arbitration Act shall govern the interpretation, enforcement, and proceedings pursuant to this arbitration clause. In no event shall the arbitrator(s) have any authority to award punitive or other damages not measured by the prevailing party’s actual damages, except as may be required by statute. Irrespective of the outcome of arbitration, each party shall bear its own costs and expenses, including its own attorneys’ fees, and an equal share of the arbitrator(s)’ fees and administrative fees of arbitration. The arbitrator(s) shall not determine or award any alternative allocation of costs and expenses, including any attorneys’ fees. As to any injunctive relief claims related to data or privacy breaches, you hereby irrevocably consent to the exclusive jurisdiction of the state or federal courts of Tampa, Florida for all disputes arising out of or related to the use of the Site or Services. Persons who choose to access this Site from other countries outside of the United States do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site, Services, Terms, or Privacy Policy must be filed within one (1) year after such claim or cause of action arose or be forever barred.

Class Action Waiver

You hereby agree to refrain from and waive all rights to participate in a class action, a class-wide arbitration, claims brought in a representative capacity, or consolidated claims involving User Data. Upon the date of submission of your User Data, you shall have thirty (30) days to opt-out of this arbitration agreement. After thirty (30) days these terms of this Section hereby become final and binding.

Severability; Waiver

If any of these conditions shall be deemed invalid, void, or for any reason unenforceable, that condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition. No waiver of any breach of any provision of these Terms shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.

Modifications

Impressionwise may, in its sole discretion and without prior notice, (a) revise these Terms; (b) modify the Site and/or the Services; (c) discontinue the Site and/or Services at any time; (d) change, suspend, or discontinue any features, components, or functions of the Site and Services at any time; and/or (e) impose limits on certain features of the Site and Services, and restrict your access to part of or the entire Site or Services, without notice or penalty. Impressionwise shall post any revision to these Terms to the Site, and the revision shall be effective immediately on such posting. You agree to review these Terms and other online policies posted on the Site periodically to be aware of any revisions. You agree that, by continuing to use or access the Site following notice of any revision, You shall abide by any such revision.

Contact Us

To contact Impressionwise with any inquiries or complaints, including anything regarding our Terms, click on the "Contact Us" button on the site.

Acknowledgement

BY USING THE SERVICES OR ACCESSING THE SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS AND AGREE TO BE BOUND BY THEM.

Termination

Impressionwise reserves the right, without advance notice and in its sole discretion, to terminate your license to use the Services, and to block or prevent your future access to and use of the Services.

Miscellaneous

Entire Agreement. These Terms comprises the entire agreement between you and Impressionwise relating to the Site and the Services. We may make changes to the materials and services offered on this Site or services and/or change the terms of these Terms at any time, so please review these pages regularly.

No Guarantee. Impressionwise does not guarantee continuous, uninterrupted access to the Site, and operation of the Site and/or Services may be interfered with by numerous factors outside Impressionwise control.

Severability. If any provision of these Terms is held unenforceable, then such provision will be modified to reflect the parties’ intention. All remaining provisions of these Terms shall remain in full force and effect.

Third-Party Sites. The Site and communications sent through the Services may contain links to third-party sites that are not under the control of Impressionwise, and Impressionwise is not responsible for any content on any linked sites. If you access a third-party site from the Sites or from a communication sent through the Services, then you do so at your own risk.

No Agency. You and Impressionwise are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms.

Assignment. Impressionwise may assign this agreement at any time to the successor in interest in connection with a merger, consolidation or other corporate reorganization.

Choice of Law. The Site, Services and these Terms and any dispute arising in connection therewith shall be exclusively governed by and construed in accordance with the laws of the State of Florida, without regard for principles of conflicts of laws. Any civil action, claim, dispute or proceeding arising out of or relating to the Terms of Use, except for an injunctive action regarding a breach or threatened breach of any provision of the Terms of Use by you as provided above, shall be referred to final and binding arbitration, before a single arbitrator, under the commercial arbitration rules of the American Arbitration Association.

Impressionwise shall be entitled, in addition to all rights and remedies, to an injunction restraining such breach or threatened breach, without being required to show any actual damage or to post an injunction bond, and/or to a decree for specific performance of the provisions of the Terms of Use. You agree that any action or proceeding with regard to such injunction restraining such breach or threatened breach shall be brought in the courts of record of Pinellas County, Florida, or the United States District Court, in Tampa, Florida. You consent to the jurisdiction of such court and waive any objection to the laying of the venue of any such action or proceeding in such court. You agree that service of any court paper may be affected on such party by mail or in such other manner as may be provided under applicable laws, rules of procedure or local rules.

Notification of Change

As with any of our administrative and legal notice pages, the contents of this page can and will change over time. Accordingly, this page could read differently as of your very next visit. These changes are necessitated, and carried out by www.Impressionwise.com, in order to protect you and our impressionwise.com site. If this page is important to you, you should check back frequently as no other notice of changed content will be provided either before or after the change takes effect.

The Terms of Use and the Privacy Policy represent the entire understanding and agreement between you and Impressionwise regarding the subject matter of the same, and supersede all other previous agreements, understandings and/or representations regarding the same.

This Terms of Use Policy was last revised on 11/20/2019.

Questions?

If you have questions, comments, concerns or feedback regarding this site’s Terms of Service policy, please contact us via any of the methods set forth below:

Attention: Legal, at Impressionwise, LLC., 140 Island Way, Suite 185, Clearwater, FL, USA;
or by phone at: 866-506-8235;
or by email to: support@Impressionwise.com.

In order for us to properly respond to you, you will need to provide us with sufficient details regarding your question. We will contact you if we require any additional information from you.