USER AGREEMENT

You agree that by registering on IOT Marketing Media, or by using the website, including our mobile applications, or other information provided as part of the IOT Marketing Media services (collectively “IOT Marketing Media” or the “Services”), you are entering into a legally binding agreement with IOT Marketing Media, Inc., with an office at 51756 North Enclave, South Lyon, Michigan 48178 based on the terms of this IOT Marketing Media User Agreement and the IOT Marketing Media Privacy Policy, which is hereby incorporated by reference (collectively referred to as the “Agreement”) and become a IOT Marketing Media user (“User”).  You are agreeing to enter into this Agreement with us by electronic means.

Introduction

IOT Marketing Media connects consumers to retailers that provide targeted coupons and offers, and Giveaways.  IOT Marketing Media analyzes the specific shopping habits of an individual or business, determines the immediate needs of that entity and provides access to coupons, and Giveaways and reduced pricing at retailers.  IOT Marketing Media is available through our website and mobile applications.  If you are using IOT Marketing Media on behalf of a company or other legal entity, you are nevertheless individually bound by this Agreement even if your company has a separate agreement with us. If you do not want to register an account and become a User, do not accept the terms of the Agreement and immediately cease using IOT Marketing Media.

Applicable Laws and This Agreement

You must comply with all applicable laws of the State of Michigan and the United States, the Agreement, as may be amended from time to time with or without advance notice, and the policies and processes explained in the following sections.  You may NOT copy or disclose any of the Services or IOT Marketing Media content to any Third-Party.  Doing so is a violation of this Agreement and our rights and may subject you to liability.

Service Eligibility

To be eligible to use the Services, you must meet the following criteria and represent and warrant that you: (1) are 14 years of age and have received parental consent  OR are 18 years of age or older and are submitting accurate information to us to establish your account, including your legal first and last name; (2) are not currently restricted from the Services, or not otherwise prohibited from using the Services; (3) are not a competitor of IOT Marketing Media or are not using the Services for reasons that are in competition with IOT Marketing Media; (4) will only maintain one IOT Marketing Media account at any given time; (5) have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party; (6) will not violate any rights of IOT Marketing Media, including intellectual property rights such as copyright or trademark rights; and (7) agree to provide at your cost all equipment, software, and internet access necessary to use the Services.

Sign-In Credentials

You agree to: (1) keep your password secure and confidential; (2) not permit others to use your account; (3) refrain from using other Users’ accounts; (4) refrain from selling, trading, or otherwise transferring your IOT Marketing Media account to another party; and (5) refrain from charging anyone for access to any portion of IOT Marketing Media, or any information therein. Further, you are responsible for anything that happens through your account until you close your account or prove that your account security was compromised due to no fault of your own.

Release and Indemnification

You agree to release IOT Marketing Media, its program sponsors, affiliates, subsidiaries, attorneys from any and all past, present and future claims and Third-Party claims, presently known or unknown, and indemnify and hold IOT Marketing Media, its program sponsors, affiliates, subsidiaries, attorneys harmless for all damages, losses and costs (including, but not limited to, actual attorneys’ fees and costs) related to all claims and Third-Party claims, charges, and investigations, caused by: (1) your failure to comply with this Agreement, including, without limitation, your submission of content that violates Third-Party rights or applicable laws; (2) any content you submit to the Service; and (3) any activity in which you engage on or through IOT Marketing Media.

Notify Us of Acts Contrary to the Agreement

If you believe that you are entitled or obligated to act contrary to this Agreement under any mandatory law, you agree to provide us with detailed and substantiated explanation of your reasons in writing at least 30 days before you act contrary to this Agreement, to allow us to assess whether we may, at our sole discretion, provide an alternative remedy for the situation, though we are under no obligation to do so.

Notifications and Service Messages

For purposes of service messages and notices about the Services to you, IOT Marketing Media may place a banner notice across its pages to alert you to certain changes such as modifications to this Agreement. Alternatively, notice may consist of an email from IOT Marketing Media to an email address associated with your account, even if we have other contact information. You agree that IOT Marketing Media may communicate with you through your IOT Marketing Media account or through other means including email, mobile number, telephone, or delivery services including the postal service about your IOT Marketing Media account or Services associated with IOT Marketing Media.

Privacy

You should carefully read our Privacy Policy before deciding to become a User.  The Privacy Policy governs our treatment of any information, including Personally Identifiable Information you submit to us. Please note that certain information, statements, data, and content (such as photographs) which you may submit to IOT Marketing Media or groups you choose to join might, or are likely to, reveal your gender, ethnic origin, nationality, age, and other personal information about you. You acknowledge that your submission of any information, statements, data, and content to us is voluntary on your part.

Export Control

Your use of IOT Marketing Media, including our software, is subject to export and re-export control laws and regulations, including the Export Administration Regulations (“EAR”) maintained by the United States Department of Commerce and sanctions programs maintained by the Treasury Department’s Office of Foreign Assets Control. You shall not directly or indirectly sell, export, re-export, transfer, divert, or otherwise dispose of any software or service to any end-user without obtaining the required authorizations from the appropriate government authorities. You also warrant that you are not prohibited from receiving US origin products, including services or software.

Contributions to IOT Marketing Media

By submitting ideas, suggestions, documents, and proposals (“Contributions”) to IOT Marketing Media through its suggestion or feedback web pages, you acknowledge and agree that: (1) you have the right to submit the Contributions and your Contributions do not contain confidential or proprietary information; (2) IOT Marketing Media is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (3) IOT Marketing Media shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (4) IOT Marketing Media may have something similar to the Contributions already under consideration or in development; (5) you irrevocably assign to IOT Marketing Media all rights to your Contributions; and (6) you are not entitled to any compensation or reimbursement of any kind from IOT Marketing Media under any circumstances.

Your Rights

If you comply with all your obligations under this Agreement, we grant you a limited, revocable, nonexclusive, nonassignable, nonsublicenseable license and right to access the Services, through a generally available web browser, mobile device or application (but not through scraping, spidering, crawling or other technology or software used to access data without the express written consent of IOT Marketing Media) you may view information and use the Services that we provide on IOT Marketing Media web pages in accordance with this Agreement. Any other use of IOT Marketing Media contrary to the terms of this Agreement is strictly prohibited and a violation of this Agreement. We reserve all rights not expressly granted in this Agreement, including, without limitation, title, ownership, intellectual property rights, and all other rights and interest in IOT Marketing Media and all related items, including any and all copies made of the IOT Marketing Media website.

Services Availability

For as long as IOT Marketing Media continues to offer the Services, IOT Marketing Media may update and expand the Services.  We allow you to access IOT Marketing Media as it may exist and be available on any given day and have no other obligations, except as expressly stated in this Agreement. We may modify, replace, refuse access to, suspend or discontinue IOT Marketing Media, partially or entirely, in our sole discretion. All of these changes shall be effective upon their posting on our website or by direct communication to you unless otherwise noted. IOT Marketing Media further reserves the right to withhold, remove and or discard any content available as part of your account, with or without notice if deemed by IOT Marketing Media to be contrary to this Agreement. For avoidance of doubt, IOT Marketing Media has no obligation to store, maintain or provide you a copy of any content that you or other Users provide when using the Services.

Third-Party Sites and Developers

IOT Marketing Media may include links to Third-Party web sites (“Third-Party Sites”), and elsewhere. You are responsible for evaluating whether you want to access or use a Third-Party Site. You should review any applicable terms and privacy policy of a Third-Party Site before using it or sharing any information with it, because you may give the operator permission to use your information in ways we would not.  IOT Marketing Media is not responsible for and does not endorse any features, content, advertising, products or other materials on or available from Third-Party Sites. If you decide to access Third-Party Sites you do so at your own risk and agree that your use of any Third-Party Site is on an “as-is” basis without any warranty from us as to the Third-Party Site’s actions, and that this Agreement does not apply to your use of any Third-Party Site.  If you allow a Third-Party Site to authenticate to or connect with your IOT Marketing Media account, that application or website can access information on IOT Marketing Media related to you and your connections.

Disclosure of User Information

You acknowledge, consent and agree that we may access, preserve, and disclose your Personally Identifiable Information and any other information you provide if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary in our opinion to: (1) comply with legal process, including, but not limited to, civil and criminal subpoenas, court orders or other compulsory disclosures; (2) enforce this Agreement; (3) respond to claims of a violation of the rights of third parties, whether or not the Third-Party is a User, individual, or government agency; (4) respond to customer service inquiries; or (5) protect the rights, property, or personal safety of IOT Marketing Media, our Users or the public.

Disclosures of Personally Identifiable Information to third parties other than those required to provide customer support, administer this Agreement, or comply with legal requirements are addressed in the Privacy Policy.

Interactions with Other Users

You are solely responsible for your interactions with other Users. IOT Marketing Media may limit your use of the Services with other Users and may, in certain circumstances, prohibit you from contacting other Users through use of the Services or otherwise limit your use of the Services. IOT Marketing Media reserves the right, but has no obligation, to monitor disputes between you and other Users and to restrict, suspend, or close your account if IOT Marketing Media determines, in our sole discretion, that doing so is necessary to enforce this Agreement.

Disclaimer of Warranty

YOU AGREE THAT YOU ARE NOT RELYING ON IOT MARKETING MEDIA, ANY INFORMATION THEREIN, OR ITS CONTINUATION OF THE SERVICES. WE PROVIDE ALL INFORMATION AND SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS. IOT MARKETING MEDIA DOES NOT CONTROL OR VET USER GENERATED CONTENT FOR ACCURACY. WE DO NOT PROVIDE ANY EXPRESS WARRANTIES OR REPRESENTATIONS.  TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ANY AND ALL EXPRESS AND IMPLIED WARRANTIES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANT-ABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OF DATA, AND NON INFRINGEMENT. IF YOU ARE DISSATISFIED OR HARMED BY IOT MARKETING MEDIA OR ANYTHING RELATED TO IOT MARKETING MEDIA, YOU MAY CLOSE YOUR IOT MARKETING MEDIA ACCOUNT AND TERMINATE THIS AGREEMENT IN ACCORDANCE WITH THIS AGREEMENT AND SUCH TERMINATION SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY.  IOT MARKETING MEDIA IS NOT RESPONSIBLE AND MAKES NO REPRESENTATIONS OR WARRANTIES FOR THE DELIVERY OF ANY MESSAGES (SUCH AS E-MAILS, POSTING OF ANSWERS OR TRANSMISSION OF ANY OTHER USER GENERATED CONTENT) SENT THROUGH IOT MARKETING MEDIA TO ANYONE. IN ADDITION, WE NEITHER WARRANT NOR REPRESENT THAT YOUR USE OF THE SERVICES WILL NOT INFRINGE THE RIGHTS OF THIRD PARTIES. ANY MATERIAL, SERVICE, OR TECHNOLOGY DESCRIBED OR USED ON THE WEBSITE MAY BE SUBJECT TO INTELLECTUAL PROPERTY RIGHTS OWNED BY THIRD PARTIES WHO HAVE LICENSED SUCH MATERIAL, SERVICE, OR TECHNOLOGY TO US.  IOT MARKETING MEDIA DOES NOT HAVE ANY OBLIGATION TO VERIFY THE IDENTITY OF THE PERSONS SUBSCRIBING TO ITS SERVICES, NOR DOES IT HAVE ANY OBLIGATION TO MONITOR THE USE OF ITS SERVICES BY OTHER USERS OF IOT MARKETING MEDIA; THEREFORE, IOT MARKETING MEDIA DISCLAIMS ALL LIABILITY FOR IDENTITY THEFT OR ANY OTHER MISUSE OF YOUR IDENTITY OR INFORMATION.  IOT MARKETING MEDIA DOES NOT GUARANTEE THAT THE SERVICES IT PROVIDES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS IN FUNCTIONING. IN PARTICULAR, THE OPERATION OF THE SERVICES MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES. IOT MARKETING MEDIA DISCLAIMS ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONING. FURTHERMORE, IOT MARKETING MEDIA DISCLAIMS ALL LIABILITY FOR ANY MALFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF IOT MARKETING MEDIA DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, TO PERFORMANCE OF THE INTERNET NETWORK, AND FOR ANY OTHER REASON.

Limitation of Liability

Neither IOT Marketing Media nor any of our affiliated companies, employees, shareholders, or directors, including but not limited to program sponsors, subsidiaries, attorneys, and related parties, (“IOT Marketing Media Affiliates”) shall be cumulatively liable for (1) any damages; or (2) any special, incidental, indirect, punitive or consequential damages or loss of use, profit, revenue or data to you or any third person arising from your use of the Service, any Third-Party sites or any of the content or other materials on, accessed through or downloaded from IOT Marketing Media. This limitation of liability is part of the basis of the bargain between the parties.

This limitation of liability shall:  apply regardless of whether: (1) you base your claim on contract, tort, statute or any other legal theory; (2) we knew or should have known about the possibility of such damages; or (3) the limited remedies provided in this section fail of their essential purpose, and not apply to any damage that IOT Marketing Media may cause you intentionally or knowingly in violation of this Agreement or applicable law, or as otherwise mandated by applicable law that cannot be disclaimed from in this Agreement.

Mutual Rights of Termination

You may terminate this Agreement, for any or no reason, at any time, with notice to IOT Marketing Media. This notice will be effective upon IOT Marketing Media processing your notice. IOT Marketing Media may terminate the Agreement and your account for any reason or no reason, at any time, with or without notice. This cancellation shall be effective immediately or as may be specified in the notice. Termination of your IOT Marketing Media account includes disabling your access to IOT Marketing Media and may also bar you from any future use of IOT Marketing Media.

Misuse of the Services

IOT Marketing Media may restrict, suspend or terminate the account of any User who abuses or misuses the Services or violates this Agreement.

Effect of Termination

Upon the termination of your IOT Marketing Media account, you lose access to the Services. The terms of this Agreement shall survive any termination, except the Section titled “Your Rights.”

 

Arbitration, Law and Forum for Legal Disputes

For any claim (excluding claims for injunctive or other equitable relief) the party requesting relief must resolve the dispute in a cost-effective manner through binding non-appearance-based arbitration. In the event a party elects’ arbitration, they shall initiate such arbitration through a single arbitrator provided through the American Arbitration Association (AAA), an established alternative dispute resolution (“ADR”), located in either Wayne or Oakland County, Michigan. AAA and the parties must comply with the following rules: (1) the party pursing arbitration must pay the filing fees and the fees of the arbitrator; (2) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (3) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (4) any judgment on the award rendered by the arbitrator shall be final and may be entered in any court of competent jurisdiction.  This Agreement or any claim, cause of action or dispute (“claim”) arising out of or related to this Agreement shall be governed by the laws of the state of Michigan regardless of your country of origin or where you access IOT Marketing Media.  You and IOT Marketing Media agree to submit to the exclusive personal jurisdiction of the state or federal courts located within Wayne County, Michigan for claims that solely allege injunctive remedies (or an equivalent type of urgent legal relief) excluding damages and attorney fees.

Copyright Infringement Policy

You may not use the website to transmit, route, provide connections to or store any material that infringes copyrighted works, trademarks or otherwise violates or promotes the violation of the intellectual property rights of any Third-Party.  Pursuant to 17 U.S.C. Section 512 as amended by Title II of the Digital Millennium Copyright Act (the “Act”), IOT Marketing Media reserves the right, but not the obligation, to terminate your license to use the Services if it determines that you are involved in infringing activity, including alleged acts of first-time or repeat infringement, regardless of whether the material or activity is ultimately determined to be infringing.  Pursuant to 17 U.S.C. Section 512(c), IOT Marketing Media has implemented procedures for receiving written notification of claimed infringements and for processing such claims in accordance with the Act.  All claims of infringement must be submitted to IOT Marketing Media in a written complaint that complies with the requirements below and is delivered to IOT Marketing Media’s designated agent to receive notification of claimed infringement:

By mail:

IOT Marketing Media
51756 North Enclave Drive
South Lyon, MI 48178

By phone: 877.230.9585

By e-mail:  contact@iotmarketingmedia.com

Any notice regarding any defamatory or infringing activity, whether of a copyright, patent, trademark or other proprietary right must include the following information:

  • A physical or electronic signature of a person authorized to act on behalf of (1) the owner of an exclusive right that is allegedly infringed; or (2) the person defamed.
  • Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site is covered by a single notification, a representative list of such works at that site.  Similarly, for materials that are defamatory or infringe patent, trademark, or other proprietary rights of a Third-Party, please submit a list of such materials.
  • Identification of the material that is claimed to be infringing, to be the subject of infringing activity, or that is claimed to be defamatory and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit IOT Marketing Media to locate the material.
  • Information reasonably sufficient to permit IOT Marketing Media to contact you, such as your address, telephone number, and electronic mail address.
  • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright or other proprietary right owner, its agent, or the law.

A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed or on behalf of the person defamed.

Severability

If any provision of this Agreement is found by a court of competent jurisdiction or arbitrator to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable and effective to the maximum extent possible in order to effect the intention of the provision; and if a court or arbitrator finds the modified provision invalid, illegal, void or unenforceable, the validity, legality and enforceability of the remaining provisions of this Agreement will not be affected in any way.

Notices and Service of Process
In addition to Section titled “Notices and Service Messages”, we may notify you via postings on our website. You may contact us here: info@iotmarketingmedia.com
Or via mail or courier at:

IOT Marketing Media
51756 North Enclave Drive
South Lyon, MI 48178
Any notices that you provide without compliance with this section on Notices shall have no legal effect.

Entire Agreement

You agree that this Agreement constitutes the entire, complete and exclusive agreement between you and us regarding the Services and supersedes all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of this Agreement. You also may be subject to additional terms and conditions that may apply when you use other IOT Marketing Media services, third-party content or Third-Party software.

 

 

Amendments to this Agreement

We reserve the right to modify, supplement or replace the terms of the Agreement, effective upon posting on the IOT Marketing Media website or notifying you otherwise.  IOT Marketing Media may present a banner on the site that we have amended this Agreement or the Privacy Policy so that you may access and review the changes prior to your continued use of the Services. If you do not want to agree to changes to the Agreement, you can terminate this Agreement as set forth in the Section titled “Mutual Rights of Termination.”

No Informal Waivers, Agreements or Representations

Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches. Except as expressly and specifically contemplated by the Agreement, no representations, statements, consents, waivers or other acts or omissions by IOT Marketing Media or any Affiliate shall be deemed legally binding on IOT Marketing Media or any Affiliate, unless documented in a physical writing hand signed by a duly appointed officer of IOT Marketing Media.

No Injunctive Relief

In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the Service, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the Services or any content or other material used or displayed through the Services.

Assignment and Delegation

You may not assign or delegate any rights or obligations under the Agreement. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under the Agreement, fully or partially without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, IOT Marketing Media for any Third-Party that assumes our rights and obligations under this Agreement.

Potential Other Rights and Obligations

You may have rights or obligations under local law other than those enumerated here if you are located outside the United States.