TERMS OF USE

Welcome to the United Promotions web site, located at www.unitedpromotions.net, (the "Web Site"). Use of the Web Site, information, products, and content distributed through or in conjunction with the Web Site (collectively, the "Services") is offered to you subject to your acceptance of these Terms of Use, the United Promotions Privacy Policy, and any other notices or amendments posted below or through the web site.  By pressing the button indicating that you agree to or accept these terms of use, you are agreeing that you are bound by same. 

By agreeing to these terms of use and using the Services, or any of the information and/or content presented in any areas of the Services, you are acknowledging that you have read, understood and voluntarily agree to be bound by them.  If you do not acknowledge and agree to these terms of use you may not access or use the United Promotions site and its Services.

BECAUSE THESE TERMS AND CONDITIONS OF USE ARE A CONTRACT BETWEEN YOU AND KISBY APPAREL LLC, AND BECAUSE THEY IMPOSE LEGAL OBLIGATIONS UPON YOU, IT IS IMPORTANT THAT YOU READ THEM CAREFULLY.  THESE TERMS OF USE ARE NOT MODIFIABLE BY YOU OR BY BRAND INSIGHT FOR THE DURATION OF YOUR USE, UNLESS EXPRESSLY AGREED UPON BY BOTH PARTIES.

Purpose of the Web Site and Services

The Web Site, the products offered there, and every component of the Services are made available by KISBY APPAREL LLC. The purpose for which the Web Site is to allow User to select and purchase United Promotions offerings of promotional clothing and other promotional materials.    

Limited License & Permitted Uses

The only permitted uses of this Web Site are to allow User an opportunity to review, select and purchase promotional items of clothing and other materials from manufacturers who have been included in United Promotions offerings.  United Promotions does not manufacture any of the products shown on the web site. 

You are granted a non-transferable, non-exclusive, revocable license to access and use the Services strictly in accordance with these Terms of Use.  Except for the Permitted Uses contained in this limited license, nothing in these Terms of Use grants, or should be construed to grant, any licenses or rights, by implication, estoppel or otherwise, under copyright or other intellectual property rights. You agree that all right, title and interest (including all copyrights, trademarks, service marks, patents and other intellectual property rights) in the Services, and their Information And Content belong to Brand Insight.

User grants permission to Brand Insight the right to utilize User=s information and input on and through this website for site, service and marketing analytics.  

User Conduct and Obligations

Your use of this website is conditioned upon your acceptance of these terms of use.  Your use of this website to order products commits you to a) pay for same in a timely manner and as otherwise required by Brand Insight, and b) to accept delivery of same.  Products will be delivered as per the information you provide, and your failure to provide accurate delivery information, or information that will otherwise allow for reasonable delivery, will not extinguish your obligation to pay for the products ordered on the website, and to do so in a timely manner.  

 Your license to access and use the Services is subject to the following restrictions and prohibitions on use ("User Conduct and Obligations"). You agree that you will not:

1. Upload, post, transmit, share or otherwise make available through, or to, the Services any content that:

a)  Is unlawful, abusive, threatening, harmful, obscene, lewd, offensive, defamatory, or otherwise objectionable;

b)  Might infringe the intellectual property rights, privacy rights, rights of publicity, or other proprietary rights of others;

c)  Might violate any local, federal, or international law, either intentionally or unintentionally, or;

d)  contains any viruses, Trojan horses, time bombs, cancel bots, or any other harmful or disruptive computer code, file, or program designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;

2. Reproduce, copy, modify, distribute, market, display, transfer, sublicense, prepare derivative work(s) or adaptation(s) based on, sell, exchange, barter, transfer, or otherwise make available in any form or by any means, except for the express limited Permitted Uses, all or any portion of the Services or any Information And Content retrieved there from;

3. Disrupt, disable, place unreasonable burdens or excessive loads on, interfere with, or attempt to gain unauthorized access to any portion of the Services, or their computer systems, servers, or networks;

4. Provide false information about yourself to Brand Insight, impersonate any other person, or otherwise attempt to mislead others about your identity, your affiliation with any person or entity, or the origin of any content, message, or other communication;

5. Upload, post, transmit, share, or otherwise make available any unsolicited or unauthorized advertising, solicitations, promotional materials, "junk mail", "spam", "chain letters", "pyramid schemes", or any other form of solicitation, bulk e-mail, or duplicative messages;

6. Use any automatic or manual process to collect, harvest, gather, or extract information about other visitors to or users of the Services, or otherwise systematically extract data or data fields, including without limitation any financial and/or currency data or e-mail addresses;

7. Use the Services for the purpose of gathering information for, or transmitting, unsolicited bulk commercial e-mail over the Internet to other users of the Services or to other third parties. Internet e-mail sent to, or through, the computer systems of the Services or to users of the Services or to other third parties containing invalid or forged headers, invalid or non-existent domain names or other deceptive addressing is deemed counterfeit. SENDING, OR ATTEMPTING TO SEND, COUNTERFEIT E-MAIL TO, OR THROUGH, THE COMPUTER SYSTEMS OF THE SERVICES IS STRICTLY PROHIBITED;

8. Provide access to or use of any portion of the Services through any timesharing system, service bureau, the Internet, or any other technology now existing or developed in the future, except as specifically permitted in writing by Brand Insight;

9. Redistribute any information or content, in any manner whatsoever, by means of printed publication, fax broadcast, web pages, e-mail, web newsgroups or forums, or any other electronic or paper-based service or method, to any person, organization, corporation or other entity, including within your own organization or externally, except for the limited Permitted Uses;

10. Use any Information And Content for any purpose competitive with Brand Insight’ business;

11. Present, archive, cache, frame, scrape, or mirror any Information And Content from any part of the Services within another web site;

12. Remove, obscure, or alter any notice of Brand Insight’ intellectual property rights present on or in the Services, including but not limited to copyright, trademark, and/or patent notices;

13. Copy, disassemble, decompile, translate, reverse engineer or otherwise reduce the Services software or use any network monitoring or discovery software to determine the network and/or computer architecture;

14. Remove, disable, defeat, or change any functionality or appearance of the Services or intentionally alter the format in which services provided by Brand Insight are displayed.

The foregoing prohibitions expressly include, but are not limited to, the practice of "screen scraping", or any other practice or activity the purpose of which is to obtain lists of data, portions of a database, or other lists or information from the Services.

Remedies for Violations

United Promotions reserves the right to seek all remedies available at law and in equity for violations, or for suspected violations, of these Terms of Use, including but not limited to the right to block access from a particular IP address to the Services and their features.

DISCLAIMER

THE SERVICES AND ALL INFORMATION AND CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. BRAND INSIGHT, ITS AFFILIATES, AGENTS AND/OR SUPPLIERS, OFFICERS, DIRECTORS, AND EMPLOYEES EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THE RIGHTS OF THIRD PARTIES. BRAND INSIGHT DISCLAIMS ALL RESPONSIBILITY FOR, BUT NOT LIMITED TO, ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM, ARISING OUT OF, OR ANY WAY RELATED TO:

  1. ANY ERRORS IN OR OMISSIONS FROM THE SERVICES AND THEIR INFORMATION AND CONTENT, INCLUDING BUT NOT LIMITED TO TECHNICAL INACCURACIES AND TYPOGRAPHICAL ERRORS;
  2. ANY THIRD PARTY WEB SITES OR THIRD PARTY APPLICATIONS SOFTWARE AND CONTENT, DIRECTLY OR INDIRECTLY, ACCESSED THROUGH HYPERTEXT LINKS IN THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY ERRORS IN OR OMISSIONS THEREFROM;
  3. THE UNAVAILABILITY OF THE SERVICES, INFORMATION AND CONTENT, OR ANY PORTION THEREOF;
  4. YOUR USE OF THE SERVICES;
  5. PROBLEMS OR TECHNICAL MALFUNCTION OF ANY TELEPHONE NETWORK OR LINES, COMPUTER ON-LINE SYSTEMS, SERVERS, INTERNET ACCESS PROVIDERS, COMPUTER EQUIPMENT, SOFTWARE, OR ANY COMBINATION THEREOF, INCLUDING WITHOUT LIMITATION ANY INJURY OR DAMAGE TO YOUR, OR ANY OTHER PERSON'S, COMPUTER AS A RESULT OF USING THE SERVICES, OR;
  6. YOUR USE OF ANY EQUIPMENT OR SOFTWARE IN CONNECTION WITH THE SERVICES.  

UNITED PROMOTIONS IS NOT THE MANUFACTURER OF THE GOODS AND PRODUCTS OFFERED ON THE WEBSITE.  IT HAS NO CONTROL OVER THE MANUFACTURE OF THOSE GOODS AND PRODUCTS, THEIR AVAILABILITY, SIZE AVAILABILITY, DELIVERY BY THE MANUFACTURER, AND THUS BRAND INSIGHT CANNOT AND DOES NOT WARRANT THE GOODS AND PRODUCTS OFFERED.  ALL WARRANTIES, TERMS AND CONDITIONS, EXPRESS OR IMPLIED BY STATUTE, COMMON LAW OR OTHERWISE, ARE EXCLUDED TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAWS. BRAND INSIGHT DISCLAIMS ALL WARRANTIES PERTAINING TO THE INFORMATION, CONTENT, OR MATERIALS PROVIDED ON THE WEBSITE, OR THE VENDORS REFERENCED IN THE WEBSITE, OR THE PRODUCTS THEY PRODUCE OR PROVIDE.

YOU FURTHER ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL BRAND INSIGHT BE LIABLE FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM YOUR USE OF THE SERVICES. BRAND INSIGHT SHALL NOT BE LIABLE FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, LEGAL FEES AND COURT COSTS) IN ANY WAY DUE TO, RESULTING FROM, OR ARISING IN CONNECTION WITH:

1)THE USE OF OR INABILITY TO USE THE SERVICES, OR ANY INFORMATION AND CONTENT CONTAINED THEREIN;

2)YOUR PARTICIPATION OR RELIANCE ON INFORMATION AND CONTENT POSTED ON THE BRAND INSIGHT WEBSITE, OR;

3)ANY OTHER MATTER RELATING TO THE SERVICES AND/OR ANY INFORMATION AND CONTENT, REGARDLESS OF WHETHER ANY OF THE FOREGOING IS DETERMINED TO CONSTITUTE A FUNDAMENTAL BREACH OR FAILURE OF ESSENTIAL PURPOSE.

4)ANY VIRUS, MALWARE, OR OTHER COMPUTER OR SOFTWARE DEFECT THAT MIGHT AFFECT YOUR COMPUTER OR OTHER HARDWARE AS A RESULT OF USING THE WEBSITE OR THE SERVICES.

5)THE ILLEGAL ACTS OF OTHERS ENGAGED IN “HACKING” OR OTHER COMPUTER CRIMES THAT RESULTS IN THE LOSS, DISSEMINATION OR DISTRIBUTION OF YOUR PERSONAL AND FINANCIAL DATA BEYOND BRAND INSIGHT.COM.

6)BRAND INSIGHT LLC HAS NO CONTROL OVER THE WORK OF THE MANUFACTURERS OF THE PRODUCTS AVAILABLE ON THE WEBSITE, AND DISCLAIMS ANY LIABILITY FOR DEFECTS IN THOSE PRODUCTS.  BRAND INSIGHT DISCLAIMS ANY LIABILITY FOR DEFECTS IN THE PRODUCTS PURCHASED BY USER, IMPROPER SIZING, UNAVAILABILITY OF PRODUCTS OR CERTAIN SIZES OF THE PRODUCT, PROMPT MANUFACTURE AND DELIVERY FROM THE MANUFACTURER, OR THE CONSEQUENCES OF ANY DELAYS IN SHIPMENT CAUSED BY CIRCUMSTANCES AT THE PlACE OF MANUFACTURE.

 

Limitation of Damages/Remedies:

TO THE EXTENT THIS LIMITATION ON LIABILITY IS PROHIBITED, BRAND INSIGHT’ SOLE OBLIGATION TO YOU FOR DAMAGES SHALL BE LIMITED TO THE PRICE PAID BY THE CUSTOMER FOR THE GOODS OR ORDERS GIVING RISE TO ANY CLAI

Service Modifications

You acknowledge and agree that Brand Insight reserves the right, in its sole discretion and at any time, to modify, change, add to, terminate, or discontinue (with respect to an individual user or all users) any of the products offered in the Services and/or any associated services, Information And Content, or technical specifications with or without notice to you, and that Brand Insight will not be responsible or liable, directly or indirectly, to you or any other person in any way for any loss or damage of any kind incurred as a result of, or in connection with, any such modification or discontinuance.

Privacy and Personal Information

Your use of the Services may require you to provide information about yourself. You acknowledge that you provide such information at your own risk, and that Brand Insight makes no representation that such information is protected when submitted for use on this site. User agrees that Brand Insight may use the information you provide during your use of this site and the Services for Brand Insight’ analytics.

Kisby Apparel LLC cannot be responsible for the illegal acts of others, such as “hacking” that might result in a dissemination of your personal and financial information outside Brand Insight.com. 

Confidentiality and Transmissions over the Internet

Recent events in the national media, (not involving Brand Insight LLC or its web site), involving data security breaches demonstrates that very little is secure on the internet.  The transmission of data or information (including communications by e-mail) over the Internet or other publicly accessible networks is may not be secure, and is subject to possible loss, interception, or alteration while in transit. Accordingly, Brand Insight does not assume any liability for any damage you may experience or costs you may incur as a result of any transmissions over the Internet or other publicly accessible networks, including without limitation transmissions involving the exchange of e-mail with Brand Insight containing your personal information.  Your transmission of such information, through the web site or otherwise, does not create any fiduciary obligations on the part of  Brand Insight, or result in any liability to Brand Insight in the event that such information is inadvertently released or accessed by third parties without Brand Insight' consent.

Proprietary Rights

The name "United Promotions", the United Promotions logo and other identifying marks of United Promotions are and shall remain the trade names and exclusive property of Kisby Apparel LLC. Any unauthorized use of these marks is unlawful. Other trade-marks on the Services are the property of their respective owners. All content in the Services, including without limitation all programs, complied binaries, interface layout, interface text, documentation, and graphics, is trade secret, proprietary, and the property of United Promotions. The Information And Content may be used by you as expressly provided for in the Permitted Uses and may not be taken out of context or presented in a misleading or discriminatory manner. Any rights not expressly granted to you are reserved by United Promotions.

User understands and agrees that any unauthorized use of Brand Insight proprietary information, rights, trade dress, trade names, trademarks, or patented material will be the proper subject of temporary restraining orders, motions for preliminary and/or permanent injunction, and such other emergency and injunctive relief as Brand Insight deems necessary.  User agrees that if United Promotions succeeds in obtaining such relief the User will be pay the attorneys fees and litigations costs expended by United Promotions in the effort. 

Indemnification by User

You agree to indemnify, defend, (by attorneys selected by United Promotions), and hold harmless Brand Insight and its affiliates, business partners, officers, directors, employees, and agents harmless from any loss, liability, claim, action, suit, demand, damage, or expense (including reasonable legal fees, costs of investigation and court costs) asserted by any third party relating in any way to, or in respect of, your use of the Services, any third party applications, software, or content you post or share on or through the Services, or breach of these Terms of Use. United Promotions reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, which shall not excuse your indemnity obligations.

Unlawful Activity

United Promotions reserves the right to investigate complaints or reported violations of these Terms of Use and to take any action Brand Insight deems appropriate, including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties, and disclosing any information necessary or appropriate to such persons or entities relating to your profiles, e-mail addresses, usage history, posted materials, IP addresses, and traffic information.

General

These Terms of Use incorporate by reference all notices and disclaimers contained in the Services, including but not limited to the Privacy Policy and, except for any agreements with United Promotions that expressly reference these Terms of Use (i.e. the End User Licensing Agreement), constitute the entire agreement between you and Brand Insight with respect to access to, and use of, the Services. Except as specifically set forth herein, these Terms of Use supersede any prior agreements, including prior oral and/or written statements or representations not contained herein, between you and Brand Insight relating to the Services. This agreement is not intended to create a partnership, joint venture or agency relationship between you and United Promotions.

If any provision of these Terms of Use is invalid, illegal or unenforceable in any respect under any applicable statute or rule of law, the provision shall be deemed omitted to the extent that it is invalid, illegal or unenforceable. In such a case, the remaining provisions of these Terms of Use shall be construed in a manner as to give greatest effect to the original intention of the parties hereto. United Promotions' failure to insist upon, or enforce, strict performance of any right or provision of these Terms of Use shall not constitute or be construed or deemed to be a waiver of such right or provision in the future or a waiver of any other right or provision under these Terms of Use. You agree that these Terms of Use, United Promotions' Privacy Policy and other notices posted through the Services have been drawn up in English. 

Force Majeure

In addition to applicable disclaimers stated above, Brand Insight’ performance under these Terms of Use shall be excused in the event of interruption and/or delay due to, or resulting from, causes beyond its reasonable control, including but not limited to acts of God, acts of any government, war or other hostility, civil disorder, the elements, fire, flood, earthquake, explosion, embargo, acts of terrorism, power failure, equipment failure, industrial or labor disputes or controversies, acts of any third party data provider(s) or other third party information provider(s), third party software, or communication method interruptions.

Choice of Law, Jurisdiction and Venue

Any disputes under this Agreement are to be resolved under the governance of Michigan law. Users of this website and the Services hereby submit to the jurisdiction of Minnesota Courts for any dispute arising hereunder in the Circuit Court for Dakota County, Minnesota. User hereby submits to the jurisdiction of those Minnesota Courts and agrees to these venues for any litigation arising out of this Agreement or use of the United Promotions website or products sold there.  The Parties to this Agreement waive their rights to file or remove any dispute to the United States District Courts.

User agrees that in any court proceedings, or proceedings in any arbitration or in other alternative dispute resolution methods agreed upon by the parties, the prevailing party will be awarded the attorneys fees, expenses, court costs, expert fees and other costs incurred in litigating that dispute.  

The agreements set forth in the two paragraphs immediately above will apply whether the dispute or claims involve requests for relief in the form of money damages, declaratory, injunctive or other equitable remedies, or any other variety of relief or legal theory, whether under the common law, laws of equity, or statute, ordinance or regulation.