Introduction

Our Proprietary Rights

Code of Conduct

Information Provided by Us

Disclaimers and Limitation of Liability

Indemnification

Jurisdictional Issues

Miscellaneous

Welcome to the website of I*LEVEL INCORPORATED. (www.ilevelcorporation.com). Your access to the I*LEVEL INCORPORATED website is subject to the following Terms of Use (including our Privacy Policy), which we may update from time to time without notice to you. By accessing and using our web site, you agree that you have read, understand and agree to our Terms of Use then in effect. You can determine when our Terms of Use was last revised by checking the date at the top of these Terms of Use. If you are a customer of ours and have an agreement with us that conflicts with these Terms of Use, that agreement will supersede these Terms of Use to the extent of such conflict.

If you do not agree with our Terms of Use, your sole remedy is to discontinue use of our web site.

AVAILABILITY: Our web site may not be available at all times or in all areas. We reserve the right at any time in our sole discretion, without notice or liability to you, to deny service to you, to modify or discontinue our web site. We may terminate your use of our web site or any part of it at any time and for any reason without any notice to you. Neither we nor any of our affiliates will be liable to you or any third party for any termination of your access to our web site or any part of it.

CONTACT: The web site is provided by I*LEVEL INCORPORATED. If you have any questions, comments or complaints regarding these Terms of Use or our web site, feel free to contact us at our contact information provided on our Contact Us page.

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The information and materials provided through our web site, including any data, text, graphics, images, audio and video clips, logos, icons, software and links (collectively, the "materials"), are intended to educate and inform you about I*LEVEL INCORPORATED and our business. The materials are and shall remain the property of us and our licensors and suppliers and are protected by copyright, trademark, patent and other proprietary rights and laws.

You may use one copy of the materials for your personal home use (and not for any public or commercial use) if you retain all copyright and other proprietary notices on the materials and do not use any graphics without the accompanying text. In any event, you may not sell, distribute, modify, transmit, publicly display or create derivative works based at all on any materials without our prior written consent, and if we require, the prior written consent of our licensors or suppliers.

We are not responsible for material provided by third party providers, and you may not distribute such material without permission of the owner of the copyright therein. The trademarks, trade-names and service marks on our web site are the property of us or others. No use of any of our trademarks, trade names or service marks may be made without our prior written consent, except to identify our products or services.

Except as permitted above, no license or right, express or implied, is granted to any person under any of our patents, trademarks or other proprietary rights. Misuse of any of our intellectual property rights is prohibited. We will aggressively enforce our intellectual property rights, including via civil and criminal proceedings.

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While using our web site and materials, you agree to comply with all applicable laws, rules and regulations. In addition, we expect users of our web site to respect the rights and dignity of others. You agree not to:

• Restrict or inhibit any other visitor or member from using our web site, including, without limitation, by means of "hacking" or defacing any portion of our web site;

• Transmit or otherwise make available in connection with our web site:
  • any content or information that is fraudulent, threatening, intimidating, abusive, libelous, defamatory, obscene, indecent, pornographic or otherwise objectionable or would give rise to criminal or civil liability;
  • any material, non-public information about companies without the authorization to do so;
  • any content or information that encourages conduct that constitutes a criminal offense or that encourages or provides instructional information about illegal or potentially illegal activities;
  • any content or information that is or may be protected by copyright, trademark, trade secret, right of publicity or other proprietary right without the express consent of the owner of such right; or
  • any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or other unsolicited commercial communication (except with our prior written consent);

• Engage in spamming or flooding;

• Transmit any software or other materials that contain any viruses, worms, trojan horses, easter eggs, web bugs, cancelbot, "spyware," defects, date bombs, time bombs or any other computer code, file or program that may or is intended to damage or hijack the operation of any hardware, software or telecommunications equipment or any other actually or potentially harmful, disruptive or invasive code or component;

• Interfere with or disrupt the operation of our web site or the servers or networks that host our web site or make our web site available or disobey any requirements, procedures, policies or regulations of such servers or networks;

• Place unreasonable burdens or excessive loads on, interfere with or attempt to gain unauthorized access to any portion of our website, its computer systems, servers or networks;

• Impersonate any person or entity, including but not limited to any of our agents or representatives, falsely state or otherwise misrepresent your affiliation with any person or entity or express or imply that we endorse any statement you make, without our prior written consent;

• Sell, license or exploit for any commercial purposes any use of or access to our web site;

• Modify, adapt, sub-license, translate, sell, reverse engineer, decompile or disassemble any portion of our web site or materials;

• Remove any copyright, trademark or other proprietary rights notices contained in our web site or materials;

• "Frame" or "mirror" any part of our web site without our prior written consent;

• Use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, "data mine" or in any way determine, archive, reproduce or circumvent the navigational structure or presentation of our web site or its contents;

• Create a database by systematically downloading and storing all or any of the materials from our web site; or

• Interfere with or violate any other web site visitor's or user's right to privacy or other rights, or harvest or collect information about web site visitors or users without their express consent.

By uploading, posting or otherwise transmitting through or to our website any content, you grant to us and our designees, successors and assigns, a non-exclusive, sublicenseable (through multiple tiers), assignable, world-wide, royalty free, perpetual, non-revocable license to use, reproduce, distribute (through multiple tiers), create derivative works of, publicly display, sell, offer for sale and import such content in any media now known or hereafter developed, for any purpose whatsoever, commercial or otherwise, without compensation to you, in any manner otherwise than as stated in our Privacy Policy.

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Although we strive to provide materials that are both useful and accurate, laws, regulations, data and other information change frequently and are subject to varying interpretations. In addition, the facts and circumstances of every situation differ. Accordingly, although we endeavor to use reasonable care in assembling the materials, the materials may not be up-to-date, accurate or complete. Please contact us at our contact information provided on our Contact Us page to determine whether you have the most recent version of the materials made generally available by us, although even the most recent version available from us may not be up-to-date, accurate or complete.

Portions of the materials have been contributed to our web site by various industry specialists and service providers. The inclusion of such information does not indicate any approval or endorsement of such providers, and we expressly disclaim any liability with respect to the foregoing.

LINKS:Our web site contains links to other Internet web sites which may or may not be owned or operated by us. We have not reviewed all of the web sites that are linked to our web site, and we have no control over such sites. We are not responsible for the content of such web sites, any updates or changes to such sites or the privacy or other practices of such sites. The fact that we offer links to other web sites does not indicate any approval or endorsement of any material contained on any linked site. We are providing these links to you only as a convenience. Accordingly, we strongly encourage you to become familiar with the terms of use and practices of any linked site. Further, it is up to you to take precautions to ensure that whatever links you select or software you download (whether from our web site or other sites) is free of such items as viruses, worms, trojan horses, easter eggs, web bugs, cancelbot, "spyware," defects, date bombs, time bombs and other items of a destructive nature.

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DISCLAIMERS: OUR WEB SITE, THE MATERIALS ON OUR WEB SITE AND ANY SERVICE OBTAINED THROUGH OUR WEB SITE ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED OR STATUTORY. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE AND OUR AFFILIATES, LICENSORS, SUPPLIERS, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY: NEITHER WE NOR ANY OF OUR AFFILIATES, LICENSORS OR SUPPLIERS, NOR OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA OR LOST PROFITS), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO OUR WEB SITE AND/OR MATERIALS CONTAINED ON OUR WEB SITE, ANY LINKED SITE OR ANY PRODUCT OR SERVICE OBTAINED THROUGH OUR WEB SITE, EVEN IF WE HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. WE AND OUR AFFILIATES, LICENSORS, SUPPLIERS, AND AGENTS DO NOT WARRANT THAT YOUR USE OF OUR WEB SITE WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED OR THAT OUR WEB SITE OR THE SERVER(S) ON WHICH OUR WEB SITE IS HOSTED ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ACKNOWLEDGE THAT YOU ARE RESPONSIBLE FOR OBTAINING AND MAINTAINING ALL TELEPHONE, COMPUTER HARDWARE AND OTHER EQUIPMENT NEEDED TO ACCESS AND USE OUR WEB SITE, AND ALL CHARGES RELATED THERETO. YOU ASSUME ALL RESPONSIBILITY AND RISK FOR YOUR USE OF OUR WEB SITE AND YOUR RELIANCE THEREON. NO OPINION, ADVICE OR STATEMENT OF US OR OUR AFFILIATES, LICENSORS, SUPPLIERS, AGENTS OR VISITORS, WHETHER MADE ON OUR WEB SITE OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR SOLE REMEDY FOR DISSATISFACTION WITH OUR WEB SITE, MATERIALS OR ANY LINKED SITE IS TO STOP USING OUR WEB SITE, MATERIALS OR LINKED SITE, AS APPLICABLE. THE SOLE AND EXCLUSIVE MAXIMUM LIABILITY TO US FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT PAID BY YOU, IF ANY, TO ACCESS OUR WEB SITE. YOUR USE OF OUR WEB SITE AND ANY MATERIALS PROVIDED THROUGH OUR WEB SITE ARE ENTIRELY AT YOUR OWN RISK.

WEB SITE INTEGRITY: A possibility exists that our web site or materials could include inaccuracies or errors, or information or materials that violate these Terms of Use (specifically, the Code of Conduct above). Additionally, a possibility exists that unauthorized alterations could be made by third parties to our web site or materials. Although we attempt to ensure the integrity of our web site, we make no guarantees as to its completeness or correctness. If a situation arises in which our web site’s completeness or correctness is in question, please contact us at our contact information provided on our "contact us" page with, if possible, a description of the material to be checked and the location (URL) where such material can be found on our web site.

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You agree to indemnify, defend and hold us, our affiliates, licensors and suppliers, and our and their directors, officers, employees, consultants, agents and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees) and other expenses that arise directly or indirectly out of or from (a)your breach of these Terms of Use, including any violation of the Code of Conduct above; (b)any allegation that any content you submit to us or transmit to our web site infringes or otherwise violates the copyright, trademark, trade secret or other intellectual property, privacy or other rights of any third party; and (c) your activities in connection with our web site.

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Our web site is solely directed to individuals residing in the United States. We make no representation that materials available on or through our web site are appropriate or available for use in other locations. If you choose to access our web site from other locations, you do so on your own initiative and at your own risk, and are responsible for compliance with applicable laws. We reserve the right to limit the availability of our web site and/or the provision of any service, program or other product described on our web site to any person, geographic area or jurisdiction, at any time and in our sole discretion.

These Terms of Use are governed by and construed in accordance with the laws of the State of Colorado , United States of America , without regard to its principles of conflicts of law. You agree to submit to the exclusive jurisdiction of any State or Federal court located in the County of Denver, Colorado, United States of America, and waive any jurisdictional, venue or inconvenient forum objections to such courts.

You agree that our Privacy Policy and other notices posted on this website have been drawn up in English. Although translations in other languages of any of the foregoing documents may be available, such translations may not be up to date or complete. Accordingly, you agree that in the event of any conflict between the English language version of the forgoing documents and any other translations thereto, the English language version of such documents shall govern.

You agree not to transport, import, export, or re-export all or any part of the services to (or to a national or resident of): (a) Cuba, Iraq, Libya, Liberia, North Korea, Iran, Syria, Serbia, Sudan, or any other country to which the United States has embargoed goods; or (b) any person or entity on the United States Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders, and you represent, warrant and covenant to us that you are not located in or under the control of any such country or on any such list.

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If any provision of these Terms of Use is held invalid or unenforceable in any respect by any court having competent jurisdiction, such provision shall be enforced to the maximum extent permitted by law, and the remaining provisions of these Terms of Use shall continue in full force and effect. These Terms of Use are not assignable, transferable or sublicenseable by you except with our prior written consent. Any heading, caption or section title contained in these Terms of Use is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof. Any waiver of any provision of these Terms of Use must be in writing and signed by the party to be bound, and no waiver shall be deemed a further or continuing waiver of such provision or any other provision of these Terms of Use.

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