INTERSECT MOBILE APPLICATION TERMS OF USE

This page includes our Terms of Use and link to our Privacy Policy. Please print or download a copy of these Terms of Use for your records.

1. Terms of Use

This is a contract. INTERSECT makes the Services available to you subject to the following terms and conditions (the “Terms of Use”). By downloading and using this mobile application, its content, including information, reports, images, products, services and data provided or accessible in connection with the mobile application (collectively, the ”Services”), you understand and agree to be bound by these terms and that you have established a business relationship with INTERSECT. These Terms of Use contain an agreement to arbitrate all Claims as well as disclaimers of warranties and limitations of liability; these provisions form an essential basis of our bargain. Please read these terms carefully. If you do not agree to these terms, you are not authorized to access or use the Services or any portions thereof.

These Terms of Use also apply to any updates, enhancements and new features and products relating to the Services which are provided to you or accessible by you in connection with the Services. By using the Services, you represent to INTERSECT that you have read, understood, and agree to all terms, conditions, and notices contained or referenced in these Terms of Use and in connection with the Services, and agree to follow all applicable laws and regulations.

2. Changes in these Terms of Use

INTERSECT may modify these Terms of Use from time to time by posting modified Terms of Use on or accessible through its Services, or by otherwise notifying you of such modifications. Your continued use of the Services thereafter will constitute your agreement to such modifications. At the time of any material modifications, INTERSECT will change the “Last Updated” date below. You agree to review these Terms of Use from time to time so that you are apprised of any changes. IF YOU DO NOT AGREE TO ANY SUCH CHANGES, YOU MUST TERMINATE THIS AGREEMENT BY NO LONGER ACCESSING THE SERVICES PRIOR TO THE EFFECTIVE DATE OF SUCH CHANGES. In any event, any such changes to any dispute resolution provisions of these Terms of Use shall not apply to any then-current disputes. If any such change to these Terms of Use is found invalid, void, or for any reason unenforceable, that change is severable and does not affect the validity and enforceability of any remaining changes.

3. Registration

By registering with INTERSECT through this website or mobile application, or using any of the Services, you understand and agree that you have established a business relationship between you and INTERSECT. YOU AGREE THAT INTERSECT MAY CONTACT YOU BY TELEPHONE AT THE NUMBER(S) YOU PROVIDE OR BY EMAIL OR MAIL AT THE ADDRESS YOU PROVIDE REGARDING OTHER PRODUCTS OR SERVICES OFFERED BY OR THROUGH INTERSECT EVEN IF YOUR TELEPHONE NUMBER OR EMAIL IS ON A DO-NOT-CALL REGISTRY OR SIMILAR LIST. With any email communication, INTERSECT will provide a means by which you may opt-out of further communication.

INTERSECT may refuse to allow any user from registering or using Services for any reason at its sole discretion. You agree to supply accurate and complete information when creating your account and when using the Services. You agree that you will not insert false, fraudulent, indecent, or obscene information as part of your registration, that you will provide accurate and complete information, and that your registration and usage of Services will comply with all applicable state and federal laws as well as these Terms of Use.

Do not share your account or login information with any third party or let any third party access your account. You are fully and solely responsible for maintaining the confidentiality of the login information for your account and for the security of your computer system, mobile device and all activity on your account, even if such activities were not committed by you. You are liable if you let someone use your account inappropriately or if you or anyone using your account violates these Terms of Use, and we may terminate your account. You agree to immediately notify us of any unauthorized use of your account. INTERSECT will not be liable for any losses or damage arising from unauthorized use of the Services, and you agree to indemnify and hold us harmless for any improper or illegal use of the Services, and any charges and taxes incurred. To the extent you purchase any products and/or services on or through the Services, you agree to pay for all such products and services. You will be required to provide valid and updated credit card or approved purchase order information and accurate billing and contact information. If you provide credit card or other authorized payment method information, you authorize charges to be made against such credit card or other authorized payment method.

4. License

A. Authorized Use of Services.

Subject to the terms and conditions of this agreement and payment of any applicable fees, INTERSECT grants you a fully revocable, non-exclusive, non-transferable, non-sublicensable, limited license to use, view and print documents or information relating to the Services, for authorized, legal, personal and commercial uses limited to your own internal business purpose, subject to the following terms and conditions. The license granted under this agreement is subject to the Restrictions on Use identified within this agreement.

a.  The Services may be used by you and will not be distributed to others who are not acting for you.

b.  You will not charge any fee to any person in connection with the Services or any information obtained by you through the Services

c.  The Services or information obtained through the Services will not be modified by you in any way.

d.  You will not use the Services to increase traffic to a website for commercial reasons. You will not modify, reformat, mirror, copy, reproduce, distribute, publish, perform, download, display, post, translate, transmit or otherwise use any elements of the Services, including without limitation any portion of the mobile application or content obtained through them.

e.  All copyright or other proprietary notices that appear in connection with the Services, or the materials downloaded or printed from the mobile application, will appear on any copy of the document or portion that you make.

f.  INTERSECT reserves the right to revoke this license at any time. You agree that you and any person to whom you distribute the Services or information will immediately discontinue any use of the Services or information upon notice of revocation. You are responsible for ensuring that all persons who use our Services through your device and/or internet connection are aware of these Terms of Use and that they comply with them.

B. Restrictions on Use

You represent, warrant and covenant to INTERSECT, both during and after the term of these Terms of Use, the following:

a.  You shall not (i) disclose, disseminate, reproduce or publish any portion of the Services in any manner, (ii) process any portion of the Services or permit any portion of the Services to be processed with other data or software from any other source, (iii) allow access to the Services through any servers outside of your mobile device, (iv) use the Services to create, enhance or structure any database in any form for resale or distribution, (v) use the Services to create derivative products or services other than rendering designs for application development as licensed under this agreement. In addition, you agree that any derivative works, improvements, inventions or works developed by you based upon or relating to the Services involving a breach of these Terms of Use shall be owned by INTERSECT, and you hereby assign and agree to assign to INTERSECT such derivative works, improvements, inventions or works developed by you. (vi) incorporate any portion of the Services in a permanent database for any purpose, (vii) store, copy or use the Services in such a way as to commingle the Services with data from a third-party source. (viii) sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or attempt to copy, further develop, decompile, reverse engineer, disassemble, or derive the source code of the Services, or any updates or part thereof, (ix) allow any systematic retrieval of information, services or products from the Services to create or compile, directly or indirectly, a collection, compilation, database, or directory of any kind. Any attempt to do any of the foregoing is a violation of INTERSECT’s rights and the rights of its licensors. If you breach this restriction, you may be subject to prosecution and damages.

b.  You shall comply with all applicable federal, state and local laws and regulations of any kind governing fair information practices and consumers’ rights to privacy, including without limitation, any applicable non-solicitation laws and regulations.

c.  You shall not use the Services in any way that (i) infringes on any third party’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy, (ii) violates any law, statute, ordinance or regulation (including without limitation the laws and regulations governing unfair competition, anti-discrimination or false advertising), or (iii) is defamatory, trade libelous, unlawfully threatening or unlawfully harassing to INTERSECT or third parties. You shall not remove, alter or obscure any proprietary notices in the Services or other materials provided by INTERSECT hereunder and shall reproduce all such notices on all copies or portions thereof.

d.  You are an adult resident of the United States of America, including its Commonwealths and Territories (collectively, the “USA”) or Canada. The Services may be accessed from countries around the world and may contain references to products or services that are not available where you are located or reside. These references do not imply that INTERSECT currently offers or intends to offer such products or services in your country. The license granted by INTERSECT to use the Services does not include the right to copy or distribute any portion of the Services, such as layout or design of the mobile application, or logos, graphics, sounds, or images. Elements of the Services, including the mobile application, are protected by copyright, trade dress, or other laws and may not be imitated in whole or in part.

e.  You shall not use any automated system, including without limitation any robot, spider, web crawler, scrapers, offline readers deep linking or other automatic or manual device, tool or process to access, monitor, retrieve, data mine, reproduce or circumvent any portion of the Services, or in any way circumvent the navigational structure or presentation of the Services or portion thereof. You may not attempt to gain unauthorized access to any portion of the Services by any means. You agree that you will not attempt to modify, adapt, reverse engineer, decompile, translate or disassemble any portion of the Services or otherwise attempt to derive the source code or underlying ideas, programs or algorithms associated with the Services. Any unauthorized use or misuse of the Services may be a cause for terminating your right to use the Services, including the mobile application.

In addition, use of the Services for any purpose without written permission from INTERSECT is prohibited. For information on requesting such permission, please contact INTERSECT at the address provided under the Notice section of these Terms of Use.

To ensure that INTERSECT provides a high-quality experience for you, you agree that INTERSECT or its representatives may investigate complaints, allegations of abuse, infringement of third-party rights, or other unauthorized uses of the Services. INTERSECT will not disclose such an investigation unless required to do so by law. INTERSECT will cooperate fully with any law enforcement agencies in their investigation of the violation of any applicable laws.

5. Fees

A.  General. INTERSECT shall have the right to change pricing for Services at any time in its sole discretion. Unless otherwise provided, you shall pay INTERSECT the fees stated based on the then-current pricing available (“Fees”) on via a credit card for which you are authorized to use for payment for the requested Services. You represents and warrants to INTERSECT that you are authorized to use such credit card for payment of the Services and You shall be responsible to INTERSECT for all Fees.

B.  Taxes. Fees are exclusive of sales, use, ad valorem, personal property and other taxes (other than taxes on INTERSECT’s net income), which are the responsibility of you. INTERSECT shall charge you applicable sales tax, unless you provides INTERSECT with a valid tax exemption certificate prior to payment of an order for Services, and you shall be responsible for filing all other taxes. Such exemption certificate must be in a form authorized by the appropriate taxing authority. you shall indemnify, defend and hold harmless INTERSECT and its stockholders, from and for any obligations, taxes, penalties and other costs relating to any failure to properly pay such taxes.

C.  No Refunds. SALE OFTHE SERVICES ARE FINAL, REFUNDS WILL NOT BE PROVIDED FOR ANY REASON.

6. Intellectual Property Notices

You agree that the Services contain proprietary information belonging to INTERSECT and its licensors, and that they are further protected by copyrights, trademarks, service marks, patents and other proprietary rights and laws. All images, text, sound, photos, custom graphics, button icons, the collection and compilation and assembly, and the overall “look and feel” and distinctiveness of the Services constitute trade dress and the property of INTERSECT. The absence of a notice relating to a INTERSECT product or service name, slogan, or logo does not constitute a waiver of INTERSECT’s trademark or other intellectual property rights relating to such name or logo. All other product names, company names, marks, logos, and symbols on or in the Services may be the trademarks and the property of their respective owners. As noted in these Terms of Use, you may print or download information or products from the Services for your own use, provided that you keep intact all copyright and other proprietary notices.

7. Submissions

All comments, feedback, information, and materials submitted to INTERSECT regarding or through the Services (“Submissions”) will be considered the non-confidential property of INTERSECT, and Submissions will not be kept confidential by INTERSECT. By providing a Submission to INTERSECT, you grant INTERSECT, at no charge, a royalty free, perpetual, irrevocable, non-exclusive worldwide right and license (with the right to sublicense) to use, reproduce, distribute, modify, create derivative works of, publicly display, and perform your Submission, including without limitation, photos, works, and metadata associated with any part of the Submission, in any media now known or later developed; and to make, sell, offer for sale, import, and otherwise transfer your Submission, subject to no confidentiality obligations regarding Submissions except as set forth in the Privacy Policy. You represent and warrant that you are responsible for the Submissions that you provide, that you have all rights and permission to provide and assign to INTERSECT the Submissions, and that you, not INTERSECT, have full responsibility for the Submissions, including their legality, reliability, appropriateness, originality, and copyright.

8. Links to Other Websites and Related Disclaimer

The Services may include links to other websites, content or services beyond the control of INTERSECT. INTERSECT provides you with these links solely for your convenience. Some of these websites, content or services may be co-branded (i.e., bear the name and/or logo of both a third party service provider and INTERSECT). The provision of any link to another service provider does not signify an endorsement by INTERSECT of the service provider’s website or the services offered by that service provider. INTERSECT has no control over, does not review, and cannot be responsible for the information contained on other websites or provided by third parties. INTERSECT does not make any representations regarding the content, accuracy, completeness, decency, legality, non-infringement, quality or any other aspect of such third-party websites, content, or services. INTERSECT is not responsible for and does not assume any liability with respect to the content, privacy practices or otherwise of third parties.

Your use of such third party websites, content or services will be subject to terms and conditions of that third party. YOU AGREE THAT INTERSECT WILL NOT BE RESPONSIBLE OR LIABLE FOR LOSS OR DAMAGE YOU MAY INCUR AS THE RESULT OF A TRANSACTION YOU ENTER INTO THROUGH THE WEB SITE OR SERVICES OF A THIRD PARTY.

9. Potential Disruption of Service

INTERSECT does not guarantee that the Services, or any content contained within or accessible through Services, will always be available or uninterrupted. Access to the Services may from time to time be unavailable, delayed or limited due to, among other things: hardware failure; software failure, including among other things, bugs, errors, viruses, configuration problems, incompatibility of systems, utilities or applications, the operation of firewalls or screening programs, unreadable codes, or content irregularities; system overload; damage caused by severe weather, natural disasters, war or acts of God; terrorism; interruption of power supplies; strike or other stoppage of labor; governmental or regulatory restrictions; or any other cause whatsoever beyond the control of INTERSECT. INTERSECT is not liable to you if, for any reason, the Services are unavailable at any time or for any period.

10. Proprietary Information

“Proprietary Information” means the Services and other data, manuals, documentation, software programs, algorithms, and other information that may be disclosed or provided to you in the course of providing the Services, and all intellectual property rights thereon. The Proprietary Information is and remains the sole and exclusive property of INTERSECT. You shall have only the limited rights to the Proprietary Information expressly granted in this Agreement, and all rights in the Proprietary Information not expressly granted by INTERSECT are reserved. Only INTERSECT shall have the right to alter, maintain, enhance or otherwise modify the Proprietary Information. You shall not disassemble, decompile, manipulate or reverse engineer the Proprietary Information and shall take all necessary steps to prevent such disassembly, decompiling, manipulation or reverse engineering of the Proprietary Information. Under no circumstances shall you sell, license, publish, display, copy, distribute, or otherwise make available the Proprietary Information, in whole or in part, in any form or by any means, except as expressly permitted by this Agreement, including without limitation, the transfer to a third party. You shall take all reasonable steps, in accordance with best industry practices, to protect the security of the Proprietary Information and to prevent its unauthorized use or disclosure. You are responsible for all access to and use of the Proprietary Information by means of your mobile device, whether or not you have knowledge of or authorize such access or use.

11. Disclaimers

ANY USE BY YOU OF THE SERVICES IS AT YOUR OWN RISK. THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, AVAILABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF IMPLIED WARRANTIES, THIS DISCLAIMER MAY NOT APPLY. INTERSECT NEITHER ASSURES, NOR ASSUMES ANY LIABILITY TO ANY PERSON OR ENTITY FOR, THE PROPER PERFORMANCE OF SERVICES. INTERSECT DOES NOT REPRESENT OR WARRANT THAT THE SERVICES ARE COMPLETE OR FREE FROM ERROR, AND DOES NOT ASSUME, AND EXPRESSLY DISCLAIMS, ANY LIABILITY TO ANY PERSON OR ENTITY FOR LOSS OR DAMAGE CAUSED BY ERRORS OR OMISSIONS IN THE SERVICES, WHETHER SUCH ERRORS OR OMISSIONS RESULT FROM NEGLIGENCE, ACCIDENT OR OTHER CAUSE. You SHALL BE SOLELY RESPONSIBLE FOR OBTAINING ANY AND ALL NECESSARY LICENSES, CERTIFICATES, PERMITS, APPROVALS OR OTHER AUTHORIZATIONS REQUIRED BY FEDERAL, STATE OR LOCAL STATUTE, LAW OR REGULATION APPLICABLE TO YOUR USE OF THE SERVICES. INTERSECT MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE LEGALITY OR PROPRIETY OF THE USE OF THE SERVICES IN ANY JURISDICTION, STATE OR REGION.

The materials, information, products, and services included in or available through the Services, including the images, text, databases, photos, custom graphics, compilation, assembly, and the overall look and distinctiveness of the mobile application, are provided “as is” and “as available.” INTERSECT disclaims all express or implied representations, warranties, guaranties, and conditions, including implied warranties or conditions of merchantability, fitness for a particular purpose, title, or non-infringement. Neither INTERSECT nor its licensors make any representations, warranties, or guaranties as to the quality, reliability, suitability, truth, accuracy, or completeness of the Services. INTERSECT disclaims any representation or warranty that the Services will be available at any particular time or from any particular location OR that any defects or errors will be corrected. The Services may include inaccuracies or typographical errors. Your use of the Services is solely at your risk.

WE MAY CHANGE OR DISCONTINUE ANY ASPECT OR FEATURE OF THE SERVICES, OR THE USE OF ALL OR ANY FEATURES OR TECHNOLOGY IN THE SERVICES, OR THE THIRD PARTY CONTENT AT ANY TIME WITHOUT PRIOR NOTICE TO YOU. YOUR ONLY RIGHT OR REMEDY WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE SERVICES IS TO CEASE USE OF THE SERVICES.

SHOULD THE SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION. YOU ACKNOWLEDGE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. WE DISCLAIM ANY IMPLIED OR STATUTORY WARRANTIES (I) REGARDING THE SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE SERVICES; OR (II) THAT THE SERVICES WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; OR (III) REGARDING THE PERFORMANCE OF OR ACCURACY, QUALITY, CURRENCY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION PROVIDED BY OR ACCESSIBLE THROUGH THE SERVICES. NO COMMUNICATION, INFORMATION OR ADVICE GIVEN BY US OR ANY REPRESENTATIVE OF OURS, WHETHER WRITTEN OR ORAL, SHALL CREATE ANY WARRANTY. INTERSECT IS NOT OBLIGATED TO PROVIDE ANY UPDATES OR UPGRADES TO THE SERVICES. THE INCLUDED PROGRAM AND SOURCE CODE MAY NOT BE MODIFIED AND DISTRIBUTED FOR COMMERCIAL GAIN AS A NEW PRODUCT. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THESE TERMS AND CONDITIONS.

You also may have other rights, which may vary from state to state and jurisdiction to jurisdiction.

12. Limitation of Liability

YOU UNDERSTAND AND AGREE THAT INTERSECT WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES RESULTING FROM OR IN ANY WAY CONNECTED TO YOUR ACCESS TO, USE, INABILITY TO USE, OR RELIANCE ON THE INTERSECT SERVICES, INCLUDING WITHOUT LIMITATION ANY PRODUCTS OR SERVICES OBTAINED OR ACCESSED THROUGH THE MOBILE APPLICATION. FOR THOSE JURISDICTIONS THAT EITHER DO NOT ALLOW OR PLACE RESTRICTIONS UPON THE EXCLUSION OR LIMITATION OF DAMAGES IN CERTAIN TYPES OF AGREEMENTS, THIS LIMITATION SHALL BE CONSTRUED TO PERMIT THE MAXIMUM EXCLUSION OR LIMITATION PERMITTED BY APPLICABLE LAW. YOU ACKNOWLEDGE THAT THE SERVICES HAVE BEEN MADE AVAILABLE TO YOU IN RELIANCE UPON THESE TERMS OF USE, AND IN PARTICULAR THE DISCLAIMERS AND LIMITATIONS OF LIABILITY.

13. Indemnification of INTERSECT

You will not use the Services for any unlawful purpose, or for any purpose not permitted by these Terms of Use. You agree to indemnify, defend and hold harmless INTERSECT, its affiliates, successors, assigns, licensees and any of their officers, directors, employees, agents, subcontractors, licensors and suppliers, from any liability, loss, claim and expense (including REASONABLE attorneys’ fees) related to your violation of these Terms of Use, and/or the use of the Services by you or anyone using your account, password, login information, computer, or mobile device. You are solely responsible for defending any claim, subject to the INTERSECT’s right to participate with counsel it selects, and you will not agree to any settlement that imposes any obligation, liability or admission of guilt on the part of INTERSECT without prior written consent of INTERSECT. If you violate any provision of this section of the Terms of Use, INTERSECT may terminate your access to the Services without notice, and you have indemnity obligations to INTERSECT and other third parties entitled to indemnification as a result of your violation of these Terms of Use. This section, as well as other sections that are intended to survive, shall survive termination of your access to or use of the Services.

14. Privacy Policy

INTERSECT is concerned about its customers’ privacy and has developed a policy to address privacy concerns. For more information, please review our Privacy Policy. Any personal information collected on this site may be accessed and stored globally and will be treated in accordance with these Privacy Policy. The terms of the Privacy Policy are expressly incorporated fully into these Terms of Use, and you agree to be bound by the most current version of our Privacy Policy.

15. Dispute Resolution

YOU AGREE THAT YOUR USE OF SERVICES CONSTITUTES A TRANSACTION IN INTERSTATE COMMERCE AND THAT any claim or controversy arising out of or relating to the use of the Services or to any acts or omissions for which you may contend INTERSECT is liable, including but not limited to any claim or controversy as to arbitrability (“Dispute”), shall be finally, and exclusively, settled by arbitration PURSUANT TO THE FEDERAL ARBITRATION ACT, 9 U.S.C. § 1 ET SEQ. This section is deemed to be a written agreement to arbitrate pursuant to the Federal Arbitration Act and is intended to satisfy the writing requirement thereunder. The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and that the right to discovery may be more limited in arbitration than in court.

YOU THUS GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN OR BRING CLASS ACTIONS. IF ANY COURT OR ARBITRATOR DETERMINES THAT THE CLASS-ACTION WAIVER SET FORTH IN THIS SECTION IS VOID OR UNENFORCEABLE FOR ANY REASON, OR THAT AN ARBITRATION CAN PROCEED ON A CLASS BASIS, THEN THE ARBITRATION PROVISION SET FORTH ABOVE SHALL BE DEEMED NULL AND VOID IN ITS ENTIRETY AND THE PARTIES SHALL BE DEEMED TO HAVE NOT AGREED TO ARBITRATE DISPUTES.YOUR RIGHTS WILL BE DETERMINED BY A NEUTRAL ARBITRATOR AND NOT A JUDGE OR JURY.

The arbitration will be held before one arbitrator under the arbitration rules of the American Arbitration Association (“AAA”) in force at that time. The arbitration will be conducted in Orange County, California. The arbitrator will be selected pursuant to the AAA rules. Should no AAA rule regarding the selection of an arbitrator be in effect, you will select an arbitrator from a panel of arbitrators acceptable to INTERSECT. In any arbitration, INTERSECT will pay the filing fee, plus the costs associated with the first day of arbitration, with the remaining costs of arbitration paid by the non-prevailing party. To begin the arbitration process, a party must make a written demand.

Any judgment upon the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The arbitrator will not have the power to (i) multiply actual damages or award consequential, punitive or exemplary damages, and each party irrevocably waives any claim thereto, and (ii) award damages, remedies or awards that conflict with these Terms of Use. The agreement to arbitrate will not be construed as an agreement to the joinder or consolidation of an arbitration under these Terms of Use with an arbitration of disputes or claims of any non-party, regardless of the nature of the issues or disputes involved.

Should a dispute arise and should the arbitration provisions become inapplicable or unenforceable, you agree that jurisdiction over and venue of any suit will be exclusively in the state and federal courts sitting in Orange County, California. If either party employs attorneys to enforce any right in connection with any dispute or lawsuit the prevailing party is entitled to recover reasonable attorneys’ fees.

16. Claims of Copyright Infringement; Digital Millennium Copyright Act Policy.

This policy is intended to implement the procedures described in Title II of the Digital Millennium Copyright Act, 17 U.S.C. Section 512 (“DMCA”) for the reporting of alleged copyright infringement. INTERSECT respects the legitimate rights of copyright owners, their agents, and representatives. Users of any part of the Services are required to respect the legal protections provided by applicable copyright law.

Upon receipt of notification of claimed infringement, INTERSECT will follow the procedures outlined herein and in the DMCA. INTERSECT’s “Designated Agent” to receive notification of alleged infringement under the DMCA is listed below. If you believe that your work has been copied and is accessible on the website in a way that constitutes copyright infringement, notify INTERSECT in writing to the address under the Notices section of these Terms of Use, Attention: Legal Department.

Any claim of copyright infringement should include sufficient information to enable us to evaluate your claim and to take appropriate action. A notice of alleged copyright infringement to the Designated Agent must include the following:

a.  An electronic or physical signature of the copyright owner or a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

b.  Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single online site are covered by a single notice, a representative list of such works at that site.

c.  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 INTERSECT to locate the material.

d.  Information reasonably sufficient to permit INTERSECT to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.

e.  A statement that the complaining party has a good faith belief that use of the material in the matter complained of is not authorized by the copyright owner, its agent, or the law.

f.  A statement that the information in the notice is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

It is expected that all users of any part of the Services will comply with applicable copyright laws. However, if INTERSECT is notified of claimed copyright infringement, or otherwise becomes aware of facts and circumstances from which infringement is apparent, it will respond expeditiously by removing, or disabling access to, the material that is claimed to be infringing or to be the subject of infringing activity. INTERSECT will comply with the appropriate provisions of the DMCA in the event a counter notification is received by its Designated Agent.

Under appropriate circumstances, INTERSECT may, in its discretion, terminate authorization of users of the Services who are repeat infringers.

17. General Provisions

a.  Relationship of Parties. Neither party is nor shall be a partner, joint venturer, agent or representative of the other party solely by virtue of this Agreement. Neither party has the right, power or authority to enter into any contract or incur any obligation, debtor liability on behalf of the other party.

b.  Severability and Integration. Unless otherwise specified in these Terms of Use or the Services, these Terms of Use constitute the entire agreement between you and INTERSECT with respect to the Services and supersedes all prior or contemporaneous communications and proposals (whether oral, written, or electronic) between you and INTERSECT with respect to the Services. If any part of these Terms of Use is held invalid or unenforceable, that portion is construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions remain in full effect. Additional terms may be agreed upon by you and INTERSECT with respect to content available via the Services.

d.  Reservation of Rights. Any rights not expressly granted in these Terms of Use are reserved by INTERSECT, and INTERSECT reserves the right to seek all remedies available by law and in equity for any violation of these Terms of Use.

e.  Performance. INTERSECT shall not be liable for any delay or failure in its performance of any of the acts required by this Agreement when such delay or failure arises for reasons beyond INTERSECT’s reasonable control.

f.  Governing Law. You agree that all matters relating to your access to, or use of, the Services, and all matters relating to these Terms of Use are governed by the laws of the State of California, which apply in all respects, including statutes of limitation. No choice of law rules of any jurisdiction will apply to nullify this choice of law. These Terms of Use shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.

g.  Non-Waiver. INTERSECT’s failure to exercise or enforce any right or provision of these Terms of Use does not constitute a waiver of that right or provision. No single or partial exercise of right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.

h.  Assignment. INTERSECT may assign these Terms of Use, in whole or in part, at any time with or without notice to you. You may not assign these Terms of Use or assign, transfer or sublicense your rights, if any, in the Service.

i.  Other Agreements. In the event you enter into an agreement with product specific terms, such agreement will apply. If there is a conflict between these Terms of Use and the terms applicable for a particular product or service, or portion of the Services, the latter terms shall control with respect to your use of the product, service or portion of Services.

j.  Notices. Notices shall be deemed given to you when notice is posted on the website or otherwise provided in connection with the Services. All notices to INTERSECT relating to these Terms of Use shall be in writing and sent to the address below. Unless the regular mail is returned to the sender, notice shall be deemed given three days after the regular mail is sent, in the case of domestic mail, or seven days after the regular mail is sent, in the case of international mail.

INTERSECT, INC.
Attn: Legal Department
40 Pacifica, Ste. 900
Irvine, CA 92618


k.  Survival. The following sections shall survive termination of the Agreement and shall continue in effect until fully satisfied: Restrictions on Use, Fees, Term of Use, Proprietary Information, Limitations of Services, Disclaimer, Limitation of Liability, Customer’s Indemnification, and General Provisions.

Please print or download a copy of these Terms of Use for your records.

__________________________, 2020