Xtreme Locator Software
Terms and Conditions
This Agreement (the “Agreement”) governs the Xtreme Locator
Software as defined below. By
using the Xtreme Locator Software, you agree, without
limitation or qualification, to be bound
by, and to comply with, this Agreement and any other posted
guidelines. As used in this
Agreement, the terms “we” and “our” shall refer to
IQServices.com and Xtreme Locator.
1. Xtreme Locator Software.
1.1 Subject to the terms and conditions of this Agreement,
IQServices.com will provide the
Xtreme Locator Software. A description of the available
Xtreme Locator packages is set forth in
the relevant pages of the Xtreme Locator website at
1.2 You acknowledge that, in order to use the Xtreme
Locator Software, you may need to
comply with certain technical requirements. These
requirements, if any, will be set forth in the
system requirements at
2. Proprietary Rights.
You acknowledge and agree that certain content available
through the Xtreme Locator Software,
including, but not limited to, trademarks and service marks
owned by Xtreme Locator and its
parents, subsidiaries, affiliates, licensors, and service
providers, is protected by copyright,
trademark, patent, or other proprietary rights and laws,
and may not be used in any manner other
than as specified in this Agreement and in Xtreme Locator
General Terms and Conditions. You
agree not to modify, alter, or deface any of the
trademarks, service marks, or other intellectual
property made available through the Xtreme Locator
Software. You agree not to hold yourself
out as in any way sponsored by, affiliated with, or
endorsed by Xtreme Locator or any of Xtreme
Locator’s parents, subsidiaries, affiliates, licensors, or
service providers. You agree not to adapt,
translate, modify, decompile, disassemble, or reverse
engineer the Xtreme Locator Software or
any software or program in connection with the Xtreme
Locator Software, or to export, directly
or indirectly, the Xtreme Locator Software or any software
or program in connection therewith,
to any person or entity outside the United States in
violation of applicable U.S. export laws.
3. Representations and Warranties.
You make the following representations and warranties:
3.1 That you are 18 years of age or older.
3.2 To the extent that you are a corporation, you represent
and warrant that you (i) are duly
organized and validly existing under the laws of your state
of incorporation, (ii) have full
corporate power and authority to execute, enter into, and
deliver this Agreement, and (iii) have
full corporate power and authority to carry out your
3.3 That the information you provide to Xtreme Locator when
registering the Xtreme Locator
Software is true, complete, and accurate and that you will
immediately update such information
should it become out of date.
3.4 That, in connection with the Xtreme Locator Software,
you will comply with all applicable laws and regulations.
3.5 That Content, your Web Site and any Domain Name (i)
complies with all applicable laws and
regulations, (ii) does and will not violate, infringe, or
dilute the patent, copyright, literar,
privacy, publicity, trademark, service mark, trade secret
or any other personal or property right of
any person, and (iii) does not and will not violate any
legal rights of any person or entity.
3.6 That your use of the Xtreme Locator Software will not
violate any contractual commitment of yours.
4. Disclaimer of Warranties.
THE XTREME LOCATORSOFTWARE IS PROVIDED “AS IS,” WITH NO
WHATSOEVER. ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES
HEREBY DISCLAIMED. NEITHER THIS AGREEMENT NOR ANY
FURNISHED IN CONNECTION WITH THE XTREME LOCATOR SOFTWARE IS
INTENDED TO EXPRESS OR IMPLY ANY WARRANTY OF ANY NATURE.
LIMITING THE GENERALITY OF THE FOREGOING, TO THE FULLEST
PERMISSIBLE BY LAW, XTREME LOCATOR DISCLAIMS ALL EXPRESS,
AND/OR STATUTORY WARRANTIES REGARDING MERCHANTABILITY,
FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY
SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE
LOCATOR SOFTWARE, AS WELL AS ANY WARRANTIES THAT THE XTREME
LOCATOR SOFTWARE WILL BE UNINTERRUPTED, TIMELY OR ERROR
XTREME LOCATOR SHALL NOT BE RESPONSIBLE IN ANY WAY FOR ANY
CAUSED BY LOSS OF ACCESS TO, DELETION OF, FAILURE TO STORE,
BACK UP, OR ALTERATION OF THE CONTENT OR YOUR WEB SITE.
do not allow the disclaimer of implied warranties. In such
jurisdictions, the foregoing disclaimers may not apply to you insofar as they relate to implied
5. Limitation of Liability.
XTREME LOCATOR SHALL NOT BE LIABLE, UNDER ANY CIRCUMSTANCES
LEGAL THEORIES WHATSOEVER, FOR ANY INDIRECT, INCIDENTAL,
CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES
XTREME LOCATOR HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES). IN NO EVENT SHALL XTREME LOCATOR BE LIABLE
FOR ANY AMOUNT IN EXCESS OF THE AMOUNT PAID BY YOU FOR THE
RELEVANT XTREME LOCATOR SOFTWARE DURING THE THREE MONTHS
PRECEDING ANY INCIDENT THAT IS THE SUBJECT OF COMPLAINT OR
ANY TERMINATION. THESE LIMITATIONS OF LIABILITY SHALL APPLY
THE DAMAGES ARISE FROM USE OR MISUSE OF THE XTREME LOCATOR
SOFTWARE, FROM RELIANCE ON THE XTREME LOCATOR SOFTWARE,
INABILITY TO USE THE XTREME LOCATOR SOFTWARE, FROM LOSS OF
TO, DELETION OF, FAILURE TO STORE, FAILURE TO BACK UP, OR
THE CONTENT OR YOUR WEB SITE, OR FROM THE INTERRUPTION,
OR TERMINATION OF THE XTREME LOCATOR SOFTWARE (INCLUDING
DAMAGES INCURRED BY THIRD PARTIES). THESE LIMITATIONS OF
SHALL APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL
JURISDICTIONS TO NOT ALLOW THE EXCLUSION OF CERTAIN
LIABILITIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY
TO YOU. In
some jurisdictions, limitations of liability are not
permitted. In such jurisdictions, the foregoing limitation may not apply to you.
6. Indemnity and Release.
You agree to indemnify Xtreme Locator and its parents,
subsidiaries, affiliates, officers, and
employees and hold them harmless from any and all claims
and expenses, including attorney’s
fees, arising from: (a) the Content, your Web Site or any
Domain Name, (b) your use or misuse
of the Xtreme Locator Software, (c) any alleged violation
of this Agreement, the Xtreme Locator
General Terms and Conditions, any rules or guidelines
posted on the web pages associated with
the Xtreme Locator Software for which you are registering
or the rights of others or any law or
regulation; or (d) from any person’s use of any account or
password you maintain with any
portion of the Xtreme Locator, regardless of whether such
use is authorized by you.
7. Arbitration, Governing Law and Forum for
7.1 All legal issues arising from or related to the use or
misuse of the Xtreme Locator Software
shall be construed in accordance with, and all questions
with respect thereto shall be determined
by, the laws of the State of Michigan applicable to
contracts entered into and wholly to be
performed within said state. Any controversy or claim
arising out of or relating to this
Agreement or any user’s use or misuse of the Xtreme Locator
Software shall be settled by
binding arbitration in accordance with the commercial
arbitration rules of the American
Arbitration Association. Any such controversy or claim
shall be arbitrated on an individual basis,
and shall not be consolidated in any arbitration with any
claim or controversy of any other party.
The arbitration shall be conducted in Michigan, and
judgment on the arbitration award may be
entered into in any state or federal court in Michigan
having jurisdiction thereof. Any party
seeking temporary or preliminary injunctive relief may do
so in any state or federal court in
Michigan having jurisdiction thereof. Except as set forth
above, the state and federal courts of
Michigan shall be the exclusive forum and venue to resolve
disputes arising out of or relating to
this Agreement or any user’s use or misuse of the Xtreme
Locator Software, and you hereby
consent to personal jurisdiction and venue in any state or
federal court in Michigan in connectionwith any controversy or claim arising or relating to this
Agreement or your use or misuse of the
Xtreme Locator Software.
8. Force Majeure.
In the event that Xtreme Locator is prevented from
performing, or is unable to perform, any of
its obligations under this Agreement due to any cause
beyond its reasonable control, including,
without limitation, Internet failures, computer equipment
equipment failures, other equipment failures, electrical
power failures, strikes, labor disputes,
riots, insurrections, civil disturbances, shortages of
labor or materials, fires, floods, storms,
explosions, acts of God, war, governmental actions, orders
of domestic or foreign courts or
tribunals, non-performance of third parties, or loss or
fluctuations in heat, light, or air
conditioning, then Xtreme Locator’s performance shall be
excused and the time for performance
shall be extended for the period of delay or inability to
perform due to such occurrence.
9. No Resale, Assignment, or Sublicensing.
You agree not to resell, assign, sublicense, otherwise
transfer, or delegate your rights or obligations under this Agreement without the prior express
written authorization of Xtreme Locator.
10. Limitation of Actions.
YOU AGREE THAT, REGARDLESS OF ANY STATUTE OR LAW TO THE
ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATING TO
AGREEMENT OR YOUR USE OR MISUSE OF THE XTREME LOCATOR
MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE
AROSE, OR WILL FOREVER BE BARRED.
11. Relationship of Parties.
Xtreme Locator and its users are independent contractors,
and nothing herein shall be construed
to create a partnership, joint venture, agency, or
employment relationship. Neither party pursuant
to this Agreement has authority to enter into agreements of
any kind on behalf of the other, and
neither party shall be considered the agent of the other.
12. Non-Waiver and Separability.
Xtreme Locator’s failure to exercise any right or provision
of this Agreement shall not constitute
a waiver of such right or provision. If a court or
arbitrator of competent jurisdiction holds that
any provision of this Agreement is invalid, the parties
nevertheless agree that the court or
arbitrator should endeavor to give effect to the parties’
intentions as reflected in the provision,
and agree that the other provisions in this Agreement
remain in full force and effect.
13. Successors and Assigns.
This Agreement shall be binding upon and inure to the
benefit of the parties hereto and their respective heirs, successors, and assigns.
14. Entire Agreement.
This Agreement sets forth the entire agreement and
understanding between the parties as to the
subject matter contained in these terms and conditions and
merges all prior discussions between
them, and neither of the parties shall be bound by any
conditions, definitions, warranties,
understandings or representations with respect to such
subject matter other than as expressly provided herein.
15. Legal Notices.
All legal notices or communications pursuant to this
Agreement shall be deemed delivered upon
receipt by the party to whom such communication is
directed, at the following addresses: (a) if to
Xtreme Locator, such notices shall be addressed to
IQServices.com, PO Box 581, Fenton,
Michigan 48430 and (b) if to user, such notices shall be
addressed to the electronic mail address
provided by user upon registration. It shall be the user’s
sole obligation to maintain a current
electronic mail address in his or her registration
information. In the event that the user fails to
supply an accurate working electronic mail address or fails
to update such information after
changing electronic mail addresses, all notices to the user
shall be deemed to have been received
within one (1) day after transmission or attempted
transmission to the address supplied by the user.