By accessing or using any of the International Medical Lasers (known as “IML” henceforth) Internet properties including, without limitation, https://www.imlasers.com, mobile websites, microsites, mobile applications, IML profiles on social media sites, and any other digital services or properties operated or used, and any others released by the IML from time to time (collectively referred to as the “IML Sites”) you agree to comply with and be bound by the following:
- Service Level Agreement (SLA)
Dealer and manufacturer partners will be known as IML “Partners” throughout this document.
1.1 These terms represent the most complete statement referring to your use of this website and will prevail over any previous, prior, conflicting, or additional communications. You may not gain access, change or modify any information or content on this website without authorization, or compromise access to this website for other visitors.
1.2 Unless mentioned otherwise, all materials on this website, including text, images, and videos, are copyrighted and owned by IML. Copyright information is clearly displayed at the bottom of this website.
1.3 You may not distribute, copy, or use any of the parts or content from our website without our prior, explicit written consent. If you want to use any of our website’s content, please send your request to: email@example.com.
1.5 No part of this website or its content may be mirrored or archived on any computer or server without our express permission in writing.
1.6 Your usage will be taken as acceptance of the following terms and conditions. Please ensure you have read and fully understand what is written below. Please contact us if anything is not clear to you.
2. Hyperlinks and Website Content
2.1 This website may contain hyperlinks to the websites of third parties and are the sole responsibility of those third parties. Your use of their websites is at your own risk. IML cannot control any content or policies on those third-party websites. We are not ever liable for and are not responsible for any content on those third-party websites that may be hyperlinked to from this website, nor can we make any warranty or representation that third-party content is accurate, reliable, or even legal.
2.2 Should you choose to access information through our website and/or click any hyperlinks from our website to a third party, you are solely responsible for being aware of, and complying with, any applicable laws and regulations.
3. Software, Products, and Services
3.1 Any products, technology, or software offered through the IML website, if given any warranty at all, will be through the license or warranty given by the maker or manufacturer of such software or products. You may not modify, decompile, disassemble, sell, or reverse engineer the software in any manner.
4. Copyright Infringement Claims
4.1 Any notifications regarding claimed copyright infringement should be directed to our designated copyright agent.
5. No Warranties or Representations
5.1 No warranties, promises, or representations are made that this website does not contain viruses, defects, or other harmful components. IML shall not be held responsible for any damages, loss, or liability that could result from the hacking, infiltration, or security compromises of this website or our computer systems. You are responsible for adequately backing up your information and data and protecting it, as well as the hardware and software you use in relation to this website. You hold us harmless from, and covenant not to sue us for, any liability or claims related to your visitation of this website or related properties, including claims for lost profits, delays in work, or lost data directly related to the content or materials on this website.
5.2 There may be inaccurate or outdated information and/or textual errors on this website or related properties. Our website is provided “as is” within the extent permitted by the law. There is no warranty, either express or implied, made about the quality of this website for any specific purpose. Nor can we guarantee the content or legality of any goods, services, information, or content that are made available, received, purchased, or transferred by way of this website. We cannot promise that the website is error-free or that any mistakes will be corrected.
6. Limitation of Liability
6.1 Nothing in the Contract shall limit or exclude IML’s liability for death or personal injury caused by its negligence, fraud, or fraudulent misrepresentation or breach of the terms implied by The State of Oregon, USA Supply of Goods laws, or any other liability which cannot be limited or excluded by Applicable Laws.
6.2. Subject to clause 6.1, IML shall not be liable to the Partner, whether in Contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for loss of profits, loss of sales or business, loss of agreements or contracts, loss of anticipated savings, loss of use or corruption of software, data or information, loss or damage to goodwill, and any indirect or consequential loss.
6.3. Subject to clause 5.1, IML’s total liability to the Partner, whether in Contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Works or Services, shall not exceed 50% of the total cost paid under the Contract.
6.4. IML warrants that its Works and Services will be provided using reasonable care and skill. Where IML supplies any goods from a third party, IML does not give any warranty, guarantee, or other terms as to their quality, fitness for purpose, or otherwise, but shall, where possible, assign the benefit of any warranty, guarantee or indemnity given by the supplier of the goods.
6.5. The terms implied by the State of Oregon, USA Supply of Goods laws are, to the fullest extent permitted by law, excluded from the Contract.
6.6. This clause shall survive the termination of a Contract.
7. Jurisdiction and Law Choice
7.1 This website is owned and controlled in the state of Oregon, USA. Content available on this website may refer to products, services, and programs that are not publicly known or available in your state, region, or country. We make no guarantees or representation that the products, services, and programs mentioned on this website are available, legal, or appropriate in your state, region, or country.
8. Trademarks and Copyright
8.1 IML shall be indemnified by the Partner in respect of any claims, costs, and expenses arising out of any libelous matter or any infringement of copyright, patent design, or any other proprietary or personal rights contained in any material supplied by the Partner. The indemnity shall extend to any amounts paid on a lawyer’s advice in settlement of any claim.
8.2 The working files and source code of Projects remain the intellectual property of IML and may not be copied and used by any other party without the consent of IML. Charges for any Works or Services do not cover the release of our copyright on any working files, source files, or source code, including but not restricted to indd, psd, ai, ae, or other source files or raw code.
8.3 All custom scripts, CSS, and included files used within the IML websites remain the intellectual property of IML and may not be copied and used by any other party (see 4.2) without the consent of IML.
8.4 The stored procedures, functions, and triggers programmed into SQL Databases remain the intellectual property of IML and may not be copied and used by any other party (see 4.2) without the consent of IML.
8.5 All animation timelines, techniques, custom plugins, and custom effects remain the intellectual property of IML and may not be copied and used by any other party (see 4.2) without the consent of IML.
8.6 IML owns the copyright on all final prints, outputs, renders, exports, published websites, and the like.
8.7 All Partner logo images, images supplied by the Partner, i.e., of their premises, workforce, and their business, plus all written copy, belong to the Partner and are covered under their copyright.
8.8 IML will not reuse Partner written content or images supplied by the Partner (see 4.7.) without the express permission of the Partner.
8.9 IML reserves the right to use any work we produce for the purpose of self-promotion.
8.9.1 IML shall not be required to use, print, upload, or hold any matter which in its opinion is or may be of an illegal or libelous nature or an infringement of the proprietary or other rights of a third party.
9. Investments and Securities
11. Privacy Policies
11.1 IML will use information about the Partner to provide services and products to the Partner for internal market research purposes.
11.2 Each party undertakes that it shall not at any time during the Contract, and for a period of five years after termination of the Contract, disclose to any person any Confidential Information concerning the business, affairs, customers, Partners, or suppliers of the other party. In the event of an NDA provided by either party, the period of time and any additional disclosure agreements noted in the NDA will supersede.
11.3 Each party may disclose the other party’s Confidential Information: to its employees, officers, representatives, subcontractors, or professional advisers on a need-to-know basis for the purposes of carrying out the party’s obligations under the Contract. Each party shall ensure that its employees, officers, representatives, subcontractors, or advisers to whom it discloses the other party’s Confidential Information comply with this clause, and as may be required by law, a court of competent jurisdiction, or any governmental or regulatory authority.
11.4 Neither party shall use the other party’s Confidential Information for any purpose other than to perform its obligations under the Contract.
12. Force Majeure
12.1 Neither party shall be in breach of this Contract nor liable for delay in performing, or failure to perform, any of its obligations under this Contract if such delay or failure results from events, circumstances, or causes beyond its reasonable control.
13. Dispute Resolution
13.1 The provisions of this Agreement shall be governed by the laws of the United States and all dispute resolution proceedings shall take place in Tualatin, OR, USA. All disputes and disagreements (except for matters for which injunctive relief is sought pending arbitration) may be resolved by mediation, dispute resolution, or in extreme circumstances, binding arbitration before a single arbitrator in Tualatin, OR, USA, in accordance with the rules of the courts of the United States at the sole discretion of IML.
14. Invoicing and Payments
14.1. Under the terms of an SOW or PO, payments will be made as the full sum unless stated otherwise. Late payment will incur a fee as outlined within an SOW or PO.
14.2. IML will specify within an SOW or PO how an order will be invoiced. Large orders may be split into a number of monthly interim invoices plus a final invoice upon delivery.
14.3. Payment can be made to the IML via BACS, Bank Transfer, Wire Transfer, Paypal, or Credit Card. Payments made via Credit Card or Paypal will incur an additional 5% fee that will be added to any subsequent invoices.
14.4. In special circumstances where IML and the Partner have agreed to credit terms other than those stated herein, payments will be made as outlined within a signed SOW or PO.
14.5. IML reserves the right to refer any outstanding invoices that have not been settled within 60 days to a debt recovery agency. This course of action will incur significant court costs to the Partner, and many potentially will be subject to the Late Payment of Debt Act at the rate of 10% above the current Bank of America base rate.
14.6. Under the express terms of the agreement, until full payment has been received, all devices remain the property of IML.