Terms and Conditions

Welcome to ItemPass

These terms and conditions outline the rules and regulations for the use of ItemPass’s Website.

ItemPass is located at:

By accessing this website we assume you accept these terms and conditions in full. Do not continue to use ItemPass’s website
if you do not accept all of the terms and conditions stated on this page.

The following terminology applies to these Terms and Conditions, Privacy Statement and Disclaimer Notice
and any or all Agreements: “Client”, “You” and “Your” refers to you, the person accessing this website
and accepting the Company’s terms and conditions. “The Company”, “Ourselves”, “We”, “Our” and “Us”, refers
to our Company. “Party”, “Parties”, or “Us”, refers to both the Client and ourselves, or either the Client
or ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake
the process of our assistance to the Client in the most appropriate manner, whether by formal meetings
of a fixed duration, or any other means, for the express purpose of meeting the Client’s needs in respect
of provision of the Company’s stated services/products, in accordance with and subject to, prevailing law
of . Any use of the above terminology or other words in the singular, plural,
capitalisation and/or he/she or they, are taken as interchangeable and therefore as referring to same.

 

You understand that all postings, messages, text, files, images, photos, video, sounds, or other materials (“Content”) posted on, transmitted through, or linked from the Service, are the sole responsibility of the person from whom such Content originated. More specifically, you are entirely responsible for all Content that you post, e-mail or otherwise make available via the Service. You understand that Itempass does not control, and is not responsible for Content made available through the Service, and that by using the Service, you may be exposed to Content that is offensive, indecent, inaccurate, misleading, or otherwise objectionable. Furthermore, the Itempass app and Content available through the Service may contain links to other Websites which are completely independent of Itempass. Itempass makes no representation or warranty as to the accuracy, completeness or authenticity of the information contained in any such site. Your linking to any other Websites is at your own risk. You agree that you must evaluate, and bear all risks associated with the use of any Content, that you may not rely on said Content, and that under no circumstances will Itempass be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, e-mailed or otherwise made available via the Service. Itempass shall have the right (but not the obligation) at its sole discretion to refuse, delete or move any Content that is available via the Service, for violating the letter or spirit of the Terms or for any other reason.

 

Notification of Claims of Infringement

If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please notify Itempass’s agent for notice of claims of copyright or other intellectual property infringement (“Agent”), at our contact page.

Please provide our Agent with the following Notice:

1. Identify the copyrighted work or other intellectual property that you claim has been infringed;

2. Identify the material on the Itempass app that you claim is infringing, with enough detail so that we may locate it on the Website;

3. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;

4. A statement by you declaring under penalty of perjury that (a) the above information in your Notice is accurate, and (b) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner;

5. Your address, telephone number, and e-mail address; and

6. Your physical or electronic signature.

Itempass will remove the infringing posting(s), subject to the procedures outlined in the Digital Millennium Copyright Act (DMCA).

 

6. Conduct

You agree not to post, e-mail, or otherwise make available any Content:

-that is unlawful, harmful, threatening, abusive, harassing, defamatory, pornographic, libelous, invasive of another’s privacy, or harmful to minors in any way;

-that harasses, degrades, intimidates or is hateful toward an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;

-that impersonates any person or entity, including but not limited to a Itempass employee, or falsely states or otherwise misrepresents your affiliation with a person or entity;

-that includes personal or identifying information about another person without that person’s explicit consent;

-that is false, deceptive, misleading, deceitful, misinformative, or constitutes “bait and switch”;

-that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party, or Content that you do not have a right to make available under any law or under contractual or fiduciary relationships.

-that constitutes or contains “affiliate marketing,” “link referral code,” “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or unsolicited commercial advertisement.

-that constitutes or contains any form of advertising or solicitation if (1) posted in areas of the Itempass sites which are not designated for such purposes; or (2) e-mailed to Itempass users who have requested not to be contacted about other services, products or commercial interests.

-that includes links to commercial services or Websites, except as allowed in “services.”

-that advertises any illegal services or the sale of any items the sale of which is prohibited, restricted. regulated by applicable local, state or federal law.

-that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

-that disrupts the normal flow of dialogue with an excessive number of messages (flooding attack) to the Service, or that otherwise negatively affects other users’ ability to use the Service; or

-that employs misleading e-mail addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of Content transmitted through the Service.

Additionally, you agree not to:

-contact anyone who has asked not to be contacted;

-“stalk” or otherwise harass anyone;

-collect personal data about other users for commercial or unlawful purposes;

-use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the Service—exception is made for Internet search engines (e.g. Google) and noncommercial public archives (e.g. archive.org) that comply with our robots.txt file;

-post non-local or otherwise irrelevant Content, repeatedly post the same or similar Content or otherwise impose an unreasonable or disproportionately large load on our infrastructure;

-attempt to gain unauthorized access to Itempass’s computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Service or the Itempass Website.

Your interactions with organizations and/or individuals found on or through the Service, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You agree that Itempass shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. If there is a dispute between participants on this site, or between users and any third party, you understand and agree that Itempass is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release Itempass, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and / or our service.

7. No Spam Policy

You understand and agree that sending unsolicited e-mail advertisements to Itempass e-mail addresses or through Itempass computer systems, which is expressly prohibited by these Terms, will use or cause to be used servers located in Vermont. Any unauthorized use of Itempass computer systems is a violation of these Terms and certain federal and state laws, including without limitation the Computer Fraud and Abuse Act (18 U.S.C. § 1030 et seq.) Such violations may subject the sender and his or her agents to civil and criminal penalties.

8. Limitations on service

You acknowledge that Itempass may establish limits concerning use of the Service, including the maximum number of days that Content will be retained by the Service, the maximum number and size of postings, e-mail messages, or other Content that may be transmitted or stored by the Service, and the frequency with which you may access the Service. You agree that Itempass has no responsibility or liability for the deletion or failure to store any Content maintained or transmitted by the Service. You acknowledge that Itempass reserves the right at any time to modify or discontinue the Service (or any part thereof) with or without notice, and that Itempass shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

9. Termination of service

You agree that Itempass, at its sole discretion, has the right (but not the obligation) to delete or deactivate your account, block your e-mail or IP address, or otherwise terminate your access to or use of the Service (or any part thereof), immediately and without notice, and remove and discard any Content within the Service, for any reason, including, without limitation, if Itempass believes that you have acted inconsistently with the letter or spirit of the Terms. Further, you agree that Itempass shall not be liable to you or any third party for any termination of your access to the Service. Further, you agree not to attempt to use the Service after said termination. Sections 2, 4, 6 and 9-13 shall survive termination of these Terms.

10. Proprietary rights

The Service is protected to the maximum extent permitted by copyright laws and international treaties. Content displayed on or through the Service is protected by copyright as a collective work and/or compilation, pursuant to copyrights laws, and international conventions. Any reproduction, modification, creation of derivative works from or redistribution of the Sites or the collective work is prohibited. Copying or reproducing the sites or any portion thereof to any other server or location for further reproduction or redistribution is prohibited. You further agree not to reproduce, duplicate or copy Content from the Service, and agree to abide by any and all copyright notices displayed on the Service. You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in the Service. Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any aspect of the Service. Itempass is a registered mark in the U.S. Patent and Trademark Office.

Although Itempass does not claim ownership of content that its users post, by posting Content to any public area of the Service, you automatically grant, and you represent and warrant that you have the right to grant, to Itempass an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, and distribute said Content and to prepare derivative works of, or incorporate into other works, said Content, and to grant and authorize sublicenses (through multiple tiers) of the foregoing.

11. Disclaimer of Warranties

YOU AGREE THAT USE OF THE Itempass SITE AND THE SERVICE IS ENTIRELY AT YOUR OWN RISK. THE Itempass SITE AND THE SERVICE ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, Itempass DISCLAIMS ANY WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY, AND PERFORMANCE OF THE Itempass SITE AND THE SERVICE. TO THE FULLEST EXTENT PERMITTED BY LAW, Itempass DISCLAIMS ANY WARRANTIES FOR OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE Itempass SITE OR THE SITES OR SERVICE, OR ACCESSED THROUGH ANY LINKS ON THE Itempass SITE. TO THE FULLEST EXTENT PERMITTED BY LAW, Itempass DISCLAIMS ANY WARRANTIES FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH THE Itempass SITE OR THE SERVICE. Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, some of the foregoing disclaimers may not apply to you insofar as they relate to implied warranties.

12. Limitations of Liability

UNDER NO CIRCUMSTANCES SHALL Itempass BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF Itempass HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY ASPECT OF YOUR USE OF THE Itempass SITE OR THE SERVICE, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE Itempass SITE OR THE SERVICE, FROM INABILITY TO USE THE Itempass SITE OR THE SERVICE, OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE Itempass SITE OR THE SERVICE. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE Itempass SITE OR THE SERVICE OR ANY LINKS ON THE ItempassSITE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE Itempass SITE OR THE SERVICE OR ANY LINKS ON THE ItempassSITE. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. In some jurisdictions, limitations of liability are not permitted. In such jurisdictions, some of the foregoing limitation may not apply to you.

13. Indemnity

You agree to indemnify and hold Itempass, its officers, subsidiaries, affiliates, successors, assigns, directors, officers, agents, service providers, suppliers and employees harmless from any claim or demand, including reasonable attorney fees and court costs, made by any third party due to or arising out of Content you submit, post or make available through the Service, your use of the Service, your violation of the Terms, your breach of any of the representations and warranties herein, or your violation of any rights of another.

14. General information

The Terms constitute the entire agreement between you and Itempass and govern your use of the Service, superseding any prior agreements between you and Itempass. The Terms and the relationship between you and Itempass shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and Itempass agree to submit to the personal and exclusive jurisdiction of the courts located within an area near Itempass’ setup. The failure of Itempass to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.

15. Violations of Terms and Liquidated Damages

Please report any violations of the Terms, by flagging the posting(s) for review, or by e-mailing us. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.

You understand and agree that because damages are often difficult to quantify, if actual damages cannot be reasonably calculated then you will be liable to pay Itempass liquidated damages as follows:

a. If you post a message that (1) impersonates any person or entity; (2) falsely states or otherwise misrepresents your affiliation with a person or entity; or (3) that includes personal or identifying information about another person without that person’s explicit consent, you agree to pay Itempass five hundred dollars ($500) for each such message.

b. If Itempass establishes limits on the frequency with which you may access the Service, or terminates your access to or use of the Service, you agree to pay Itempass one hundred dollars ($100) for each message posted in excess of such limits or for each day on which you access Itempass in excess of such limits, whichever is higher.

c. If you send unsolicited e-mail advertisements to Itempass e-mail addresses or through Itempass computer systems, you agree to pay Itempass twenty-five dollars ($25) for each such e-mail.

d. If you post messages in violation of these Terms of Use, other than as described above, you agree to pay Itempass one hundred dollars ($100) for each such message. At its sole discretion, Itempass may elect to issue a warning before assessing damages.

Otherwise, you agree to pay Itempass’s actual damages, to the extent such actual damages can be reasonably calculated.

 

Cookies

We employ the use of cookies. By using ItemPass’s website you consent to the use of cookies
in accordance with ItemPass’s privacy policy.

Most of the modern day interactive web sites
use cookies to enable us to retrieve user details for each visit. Cookies are used in some areas of our site
to enable the functionality of this area and ease of use for those people visiting. Some of our
affiliate / advertising partners may also use cookies.

License

Unless otherwise stated, ItemPass and/or it’s licensors own the intellectual property rights for
all material on ItemPass. All intellectual property rights are reserved. You may view and/or print
pages from https://itempass.com/ for your own personal use subject to restrictions set in these terms and conditions.

Redistribute content from ItemPass (unless content is specifically made for redistribution).

Hyperlinking to our Content

  1. The following organizations may link to our Web site without prior written approval:
    1. Government agencies;
    2. Search engines;
    3. News organizations;
    4. Online directory distributors when they list us in the directory may link to our Web site in the same
      manner as they hyperlink to the Web sites of other listed businesses; and
    5. Systemwide Accredited Businesses except soliciting non-profit organizations, charity shopping malls,
      and charity fundraising groups which may not hyperlink to our Web site.
  1. These organizations may link to our home page, to publications or to other Web site information so long
    as the link: (a) is not in any way misleading; (b) does not falsely imply sponsorship, endorsement or
    approval of the linking party and its products or services; and (c) fits within the context of the linking
    party’s site.
  2. We may consider and approve in our sole discretion other link requests from the following types of organizations:
    1. commonly-known consumer and/or business information sources such as Chambers of Commerce, American
      Automobile Association, AARP and Consumers Union;
    2. dot.com community sites;
    3. associations or other groups representing charities, including charity giving sites,
    4. online directory distributors;
    5. internet portals;
    6. accounting, law and consulting firms whose primary clients are businesses; and
    7. educational institutions and trade associations.

We will approve link requests from these organizations if we determine that: (a) the link would not reflect
unfavorably on us or our accredited businesses (for example, trade associations or other organizations
representing inherently suspect types of business, such as work-at-home opportunities, shall not be allowed
to link); (b)the organization does not have an unsatisfactory record with us; (c) the benefit to us from
the visibility associated with the hyperlink outweighs the absence of ItemPass; and (d) where the
link is in the context of general resource information or is otherwise consistent with editorial content
in a newsletter or similar product furthering the mission of the organization.

These organizations may link to our home page, to publications or to other Web site information so long as
the link: (a) is not in any way misleading; (b) does not falsely imply sponsorship, endorsement or approval
of the linking party and it products or services; and (c) fits within the context of the linking party’s
site.

If you are among the organizations listed in paragraph 2 above and are interested in linking to our website,
you must notify us by sending an e-mail to contact@itempass.com.
Please include your name, your organization name, contact information (such as a phone number and/or e-mail
address) as well as the URL of your site, a list of any URLs from which you intend to link to our Web site,
and a list of the URL(s) on our site to which you would like to link. Allow 2-3 weeks for a response.

Approved organizations may hyperlink to our Web site as follows:

  1. By use of our corporate name; or
  2. By use of the uniform resource locator (Web address) being linked to; or
  3. By use of any other description of our Web site or material being linked to that makes sense within the
    context and format of content on the linking party’s site.

No use of ItemPass’s logo or other artwork will be allowed for linking absent a trademark license
agreement.

Iframes

Without prior approval and express written permission, you may not create frames around our Web pages or
use other techniques that alter in any way the visual presentation or appearance of our Web site.

Reservation of Rights

We reserve the right at any time and in its sole discretion to request that you remove all links or any particular
link to our Web site. You agree to immediately remove all links to our Web site upon such request. We also
reserve the right to amend these terms and conditions and its linking policy at any time. By continuing
to link to our Web site, you agree to be bound to and abide by these linking terms and conditions.

Removal of links from our website

If you find any link on our Web site or any linked web site objectionable for any reason, you may contact
us about this. We will consider requests to remove links but will have no obligation to do so or to respond
directly to you.

Whilst we endeavour to ensure that the information on this website is correct, we do not warrant its completeness
or accuracy; nor do we commit to ensuring that the website remains available or that the material on the
website is kept up to date.

Content Liability

We shall have no responsibility or liability for any content appearing on your Web site. You agree to indemnify
and defend us against all claims arising out of or based upon your Website. No link(s) may appear on any
page on your Web site or within any context containing content or materials that may be interpreted as
libelous, obscene or criminal, or which infringes, otherwise violates, or advocates the infringement or
other violation of, any third party rights.

Disclaimer

To the maximum extent permitted by applicable law, we exclude all representations, warranties and conditions relating to our website and the use of this website (including, without limitation, any warranties implied by law in respect of satisfactory quality, fitness for purpose and/or the use of reasonable care and skill). Nothing in this disclaimer will:

  1. limit or exclude our or your liability for death or personal injury resulting from negligence;
  2. limit or exclude our or your liability for fraud or fraudulent misrepresentation;
  3. limit any of our or your liabilities in any way that is not permitted under applicable law; or
  4. exclude any of our or your liabilities that may not be excluded under applicable law.

The limitations and exclusions of liability set out in this Section and elsewhere in this disclaimer: (a)
are subject to the preceding paragraph; and (b) govern all liabilities arising under the disclaimer or
in relation to the subject matter of this disclaimer, including liabilities arising in contract, in tort
(including negligence) and for breach of statutory duty.

To the extent that the website and the information and services on the website are provided free of charge,
we will not be liable for any loss or damage of any nature.