1. Definition of Paid Subscription

In order to utilize the I2MSEnterprise system, You must first become a I2MSEnterprise member ("Member"). This Agreement is made by and between I2MSEnterprise Inc. and Oneida Marketing Enterprises LLC and You ("You" or "Member") as a Member in I2MSEnterprise. You wish to participate in I2MSEnterprise and to use the Materials. Once subscribed You are granted the rights and privileges described herein. In order to become and remain a Member of I2MSEnterprise, You must agree to abide by all of the terms and conditions contained in this Agreement. You must carefully read this Agreement and agree to all the terms and conditions herein before registering for I2MSEnterprise.

2. I2MSEnterprise Membership and Materials: Permitted Uses and Privileges

In consideration of Your compliance with the terms and conditions of this Agreement, I2MSEnterprise agrees to extend You membership in I2MSEnterprise. Membership in I2MSEnterprise and use of the Materials constitutes Your implicit agreement with the terms and conditions of this Agreement.

Membership in I2MSEnterprise and use of the Materials provided by I2MSEnterprise may be used for lawful purposes only, and only for those general purposes for which I2MSEnterprise was designed, as described in the Overview herein. You are granted the right to download Materials from I2MSEnterprise website for your personal, individual use to promote your business opportunity as described previously herein. While Your membership is in full force, you may visit I2MSEnterprise website and use the Materials as many times as you wish. You may save and continue to use any such downloaded and non-modified Materials for your personal, individual use to promote your business opportunity.

You are NOT granted the right in fact You are EXPRESSLY PROHIBITED from transferring at no cost or selling at any price any downloaded and non-modified, modified or derivative Materials to a third party, nor may you use any downloaded and non-modified, modified or derivative Materials for any purpose other than your own personal, individual use to promote your business opportunity.

You shall not use I2MSEnterprise or the Materials to distribute, publish or otherwise promote any opportunity which is libelous, defamatory, obscene, pornographic, abusive, or which otherwise violates any law. As I2MSEnterprise does not and cannot review every possible use for which you have downloaded I2MSEnterprise Materials, You shall remain solely responsible and fully legally liable for the use of I2MSEnterprise Materials and the content of Your messages.

Transmission or storage of any information, data or material in violation of any United States Federal, State or City law is prohibited. This includes, but is not limited to, illegal use of copyrighted Material, use of Material to promote activities legally judged to be threatening or obscene, or violation of any trade secret statute, or any other usage that constitutes violation of any other statute.

You shall not rent, sell, lease or otherwise transfer your I2MSEnterprise membership or any of the Materials to a third party for Your benefit or theirs, and You certify that will not utilize either your I2MSEnterprise membership or the Materials in a manner that violates the applicable laws of Your jurisdiction.

You understand that participation in I2MSEnterprise may involve establishing contractual arrangements with third parties. You understand that membership in I2MSEnterprise and use of the Materials is not appropriate for certain individuals employed or otherwise retained by governmental agencies to promote those entities. As such, You certify that You do not work for, and/or do not constitute, a governmental agency or body or any other entity that would cause You to have a conflict of interests with regards to your membership in I2MSEnterprise or your use of the Materials. If so, You agree not to seek membership in I2MSEnterprise. If You become a Member and subsequently learn that such a conflict of interests exists, then You agree to notify I2MSEnterprise and to immediately terminate Your membership.

I2MSEnterprise reserves the right, at its sole discretion, to change, modify, add or remove portions of I2MSEnterprise rules of membership at any time. I2MSEnterprise reserves the right, at its sole discretion, to change, modify, add or remove portions of the Materials at any time. Notification of the changes in I2MSEnterprise or the Materials will be posted on I2MSEnterprise website, or sent via Email, or both.

I2MSEnterprise may change, suspend or discontinue any aspect of I2MSEnterprise or the Materials at any time, including the availability of any Materials, database or content. I2MSEnterprise may also impose limits on certain features and services or restrict Your access to parts or all of I2MSEnterprise or the Materials without notice.

Your continued membership in I2MSEnterprise usage and the Materials now, or following the posting of any notice of changes in these operating rules, constitutes Your binding acceptance of such rules, changes or modifications. Your right to continued membership in I2MSEnterprise and to use of the Materials is subject to any limits I2MSEnterprise may in its sole discretion establish.

3. Registration for I2MSEnterprise Membership, Site Name, Password and Security

To become a I2MSEnterprise member so You can gain access to the Materials, You must first register.

When prompted by the Enrollment Form on the I2MSEnterprise website You agree to provide I2MSEnterprise with current, complete, and accurate information about Yourself. You shall not knowingly provide inaccurate information with the intent to create a false identity. You also agree not to provide any false or misleading information anywhere else during the registration process or anywhere else on I2MSEnterprise 's website or associated websites. This includes, but is not limited to, providing a false e-mail address in the FROM: field on outgoing Emails.

You agree that I2MSEnterprise may rely on any data, notice, instruction or request furnished to I2MSEnterprise by You which is reasonably believed by I2MSEnterprise to be genuine and to have been sent or presented by You or by a person reasonably believed by I2MSEnterprise to be authorized to act on Your behalf.

As part of the membership registration process You will be directed to choose a Site Name and Password that is unique to You. You are entirely responsible for maintaining the confidentiality of Your Site Name and Password. Furthermore, You are entirely responsible for usage of and any and all activities that occur under or in association with Your I2MSEnterprise account, including use of Your account by a third party authorized by You to use Your account.

You agree to notify I2MSEnterprise immediately of any unauthorized use of Your account or any other breach of security that comes to your attention. You shall immediately notify I2MSEnterprise by clicking here to email the Corporate Office of any known or suspected unauthorized uses of Your I2MSEnterprise account, or any known or suspected breach of security, including loss, theft or unauthorized disclosure of Your password. Any fraudulent, abusive or otherwise illegal activity may be grounds for termination by I2MSEnterprise and referral to the appropriate law enforcement agencies.

You acknowledge and agree that You will promptly notify I2MSEnterprise if You are or become aware of any other I2MSEnterprise Member who, in Your good faith opinion, has, is or is intending to take unfair advantage of I2MSEnterprise or the Materials provided by I2MSEnterprise .

4. Member Conduct

I2MSEnterprise retains the right, in its sole discretion, to determine whether or not a Member's conduct is consistent with the letter and spirit of this Agreement and may terminate I2MSEnterprise membership if a Member's conduct is found to be inconsistent with the Agreement. Any unauthorized use of Your I2MSEnterprise membership, or the resale of the Materials, is expressly prohibited. You agree to abide by all applicable local, state, national and international laws and regulations and You are solely responsible for all acts or omissions that occur under Your account or password, including the content of Your transmissions through I2MSEnterprise.

By way of example, and not as a limitation, You agree not to use Your membership in I2MSEnterprise or the Materials to:

a) promote chain letters, junk email, pyramid schemes, money games, spamming or any duplicative or unsolicited messages (commercial or otherwise);
b) harvest or otherwise collect information about others, including Email addresses, without their consent;
c) create a false identity or forged email, or otherwise attempt to mislead others as to the identity of the sender or the origin of the message;
d) transmit unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature;
e) transmit any material that may infringe the intellectual property rights or other rights of third parties, including trademark, copyright or right of publicity;
f) libel, defame or slander any person, or infringe upon any person's privacy rights;
g) transmit any material that contains viruses, trojan horses, worms, time bombs, cancelbots, or any other harmful or deleterious programs;
h) violate any U.S. law regarding the transmission of technical data or software exported from the United States;
i) interfere with or disrupt networks connected to I2MSEnterprise or violate the regulations, policies or procedures of such networks;
j) attempt to gain unauthorized access to I2MSEnterprise, to the Materials, to other accounts, to computer systems or networks connected to I2MSEnterprise, through password mining or any other means;
k) interfere with another Member's use and enjoyment of I2MSEnterprise and its Materials, or another entity's use and enjoyment of similar services;
l) engage to in any other activity that I2MSEnterprise believes could subject it to criminal liability or civil penalty or judgment.

5. Forbidden Content

I2MSEnterprise does not advocate and will not abide any I2MSEnterprise Member that uses Materials for the promotion ANY opportunity which advocates, encourages, endorses, or makes possible any form of, pornography, hate crimes, gambling, pyramid schemes or any type of business opportunity that is unethical, illegal or outside the realm of legitimate business opportunity. Members are prohibited using I2MSEnterprise or its Materials to transmit any material or promote any opportunity that is in I2MSEnterprise 's sole discretion, unlawful, obscene, threatening, abusive, libelous, or hateful, or that encourages conduct which would constitute a criminal offense, give rise to civil liability, or otherwise violate any local, state, national or international law.

I2MSEnterprise reserves the right in its sole judgment to ban ANY Member that uses I2MSEnterprise or its Materials to promote such a business opportunity. Should I2MSEnterprise discover that You are using I2MSEnterprise or its Materials to promote programs of this type in any form, this will constitute grounds for immediate suspension or termination of Your membership.

6. Email and Other Communication with Members

By virtue of your membership in I2MSEnterprise you voluntarily, specifically and categorically "opt-in" to a list of Members maintained by I2MSEnterprise to whom I2MSEnterprise may contact via Email, fax, phone, or conventional mail as described herein.

I2MSEnterprise reserves the authority and you grant I2MSEnterprise the expressed right to send You at reasonably timed intervals and in reasonable quantities via Email and/or other communications methods information for the purposes of informing You of changes or additions to I2MSEnterprise, the Materials, or any other products, services and offers that are generally related and applicable to I2MSEnterprise concept as defined in the Overview section herein.

You agree to receive all such Email messages from I2MSEnterprise as a condition of I2MSEnterprise membership. These transmissions include, but are not limited to, I2MSEnterprise Newsletter, I2MSEnterprise updates, and new product information.

7. Fee Structure, Payments and Billing

I2MSEnterprise is a paid subscription service program. I2MSEnterprise is maintained by I2MSEnterprise Inc. for the exclusive use of its independent sales representatives. There is a fee charged for access to I2MSEnterprise and to the Materials as described herein. There is a monthly billing cycle for participation in I2MSEnterprise. You may join I2MSEnterprise at any time, terminate your I2MSEnterprise membership according to the provisions provided for herein, and may rejoin (subject to re-approval) as many times as you wish if your membership has been discontinued for any reason.

8. Membership Structure

I2MSEnterprise reserves the right to change the membership structure, including but not limited to the imposition of additional membership fees in exchange for joining I2MSEnterprise and/or access to the Materials, at any time without advance notification. In the event that I2MSEnterprise so elects, each Member shall be notified by Email and a membership structure change notice shall be posted at an appropriate location on I2MSEnterprise website. Should such notice be given, Members shall have the opportunity to voluntarily terminate membership if they are unwilling and/or unable to comply with the new membership structure.

9. Term of Service

There is no term of service. Membership is continuous from the time a Member joins until or if the Member notifies I2MSEnterprise in writing of cancellation of membership (see Cancellation below), or in the event the Member's Independent Representative Contract with I2MSEnterprise is terminated for any reason. I2MSEnterprise reserves the right to impose a term of service at any time without advance notification. In the event that I2MSEnterprise so elects, each Member shall be notified by Email and a term of service change notice shall be posted at an appropriate location on I2MSEnterprise website. Should such notice be given, Members shall have the opportunity to voluntarily terminate membership if they are unwilling and/or unable to comply with the new term of service structure.

10. Cancellation

You may cancel Your membership in I2MSEnterprise at any time by sending advance written notification to I2MSEnterprise . Accepted forms of written notification are: Email Click Here to Email your member cancellation to I2MSEnterprise , a fax to (928) 543-3279, or standard letter via USPS to: I2MSEnterprise , PO Box 99, Three Lakes, WI 54562.

Your Site Name and Password must be included in the cancellation request. Cancellation will take effect only when the receipt of the cancellation request is confirmed by I2MSEnterprise .

Membership cancellation by verbal notification will not be accepted under any circumstances.

Once written notification in one of the approved forms is received and accepted by I2MSEnterprise You will receive notification via Email of account cancellation. Following confirmed cancellation, Your access to I2MSEnterprise Materials will immediately cease with notification of cancellation. Until that time You continue to be responsible for all actions up to the time that Your I2MSEnterprise account is deactivated, and you continue to be fully bound by the terms and conditions in this Agreement.

Once Member de-activation has occurred You agree that I2MSEnterprise has the right to delete all data, files or other information that may stored in Your Member account. You should export any data files owned by you and stored in I2MSEnterprise prior to requesting termination, and the responsibility for doing so lies solely with YOU. I2MSEnterprise cannot and will not be responsible for Members that fail to preserve data, files or other information that may stored in Your Member account as provided for herein.

11. Termination

I2MSEnterprise may, in its sole discretion, terminate or suspend Your access to all or part of I2MSEnterprise or to the Materials for any reason, including without limitation, breach of this Agreement, breach of your Independent Representative Agreement, or unauthorized assignment of this Agreement by You.

Upon termination, You shall no longer be entitled to use of I2MSEnterprise website or the Materials, and the license granted to You hereunder shall terminate and You shall immediately return or destroy all Proprietary Information, if any, but the terms of this Agreement will otherwise remain in effect.

12. Submission of Ideas and Other Information

I2MSEnterprise welcomes specific comments regarding I2MSEnterprise and the Materials. I2MSEnterprise will consider adding to the library of I2MSEnterprise Materials any ideas, tools, materials or technology You voluntarily choose to give I2MSEnterprise . You must be legally able to transfer such ideas and materials and be prepared to certify the same if requested by I2MSEnterprise .

If You send us creative suggestions, ideas, notes, drawings, concepts or other information (collectively "Ideas"), then by submitting any Ideas to I2MSEnterprise you automatically grant to I2MSEnterprise a royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, sell, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such Ideas (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed for the full term of any rights that may exist in such Ideas. Whether I2MSEnterprise ever uses the Ideas or not in I2MSEnterprise, the Ideas shall be deemed, and shall thereafter remain, the property of I2MSEnterprise .

None of the Information shall be subject to any obligation of confidentiality on the part of I2MSEnterprise as defined herein. I2MSEnterprise shall not be liable or owe You any compensation for any voluntary disclosure of Ideas or their subsequent use by I2MSEnterprise .

13. Proprietary Information

You acknowledge that, in the course of using I2MSEnterprise You are obtaining information relating to I2MSEnterprise , to I2MSEnterprise and/or to the Materials (collectively "Proprietary Information"). Such Proprietary Information is the exclusive property of and shall belong solely to I2MSEnterprise and includes, but is not limited to, the features and modes of operation of I2MSEnterprise, the Materials themselves, and the underlying concept of providing marketing tools, technology and knowledge to individuals in established businesses both in the traditional/offline and internet/online arenas in a variety of industries and applications including traditional marketing and sales, direct marketing, network marketing, and multi-level marketing for the purpose of building their opportunities (collectively "I2MSEnterprise Concept").

In regard to all Proprietary Information You agree not to use the Proprietary Information for your own benefit or the benefit of a third-party, or to otherwise disclose to anyone any of the Proprietary Information without the prior written consent of I2MSEnterprise , except for those uses that are expressly authorized by this Agreement and that are expressly described in Permitted Uses above, or unless such Proprietary Information becomes part of the public domain without breach of this Agreement by You.

14. Use of Proprietary Materials

Subject to the terms and conditions of this Agreement, I2MSEnterprise grants You an individual, personal, non-sub-licensable, non-exclusive and non-transferable license ("License") to use its proprietary I2MSEnterprise Materials, in end-user form only, generally but not limited to Adobe Acrobat .PDF files, and then only in accordance with the specific instructions and approved uses as describer herein, and only in conjunction with this Agreement.

Other than for the uses expressly permitted by this Agreement You agree and certify that You will not, directly or indirectly, attempt to reverse engineer, decompile, disassemble or otherwise attempt to discover the source code or underlying ideas or algorithms of the Materials; modify, translate, or create derivative works based on the Materials; or copy (except for archival purposes), rent, lease, distribute, assign, or otherwise transfer rights to the Materials; use the Materials for timesharing or service bureau purposes or otherwise for the benefit of a third party; or remove any proprietary notices or labels that may come with the Materials.

You acknowledge that I2MSEnterprise and its licensors, if any, retain ownership of all concepts and Materials associated with I2MSEnterprise Concept, and any portions or copies thereof, and all rights therein.

15. Responsibility for Content

I2MSEnterprise is responsible only for the Materials that are posted on I2MSEnterprise website for download by Members.

I2MSEnterprise exercises no control whatsoever over the content, information and data passing through the websites of its Members.

For the convenience of its Members, I2MSEnterprise may provide Internet links on the I2MSEnterprise ands/or I2MSEnterprise websites to the websites of third parties. The inclusion, if any, of such links does not imply an endorsement of any kind by I2MSEnterprise for the linked sites, for their content or for the entities that post and maintain them. In addition, I2MSEnterprise accepts no responsibility whatsoever for the content which appears on such linked websites.

I2MSEnterprise makes no representations whatsoever about any other website to which You may gain access through your membership in I2MSEnterprise. When You access a non- I2MSEnterprise website, you acknowledge that it is with the full knowledge and understanding that it is totally independent from I2MSEnterprise , and that I2MSEnterprise has no control over the content on, features included, or performance of that website. You further acknowledge that You use any such non- I2MSEnterprise websites at Your own and complete risk.

16. Non-Assignability of Agreement Responsibilities and Membership Privileges

Neither the rights nor the obligations arising under this Agreement are assignable or transferable by You. Any such attempted assignment or transfer shall be void and without effect.

I2MSEnterprise accounts cannot be transferred or may not be used by anyone other than the Member subscriber, or another user at his same physical location that the Member has authorized to use the account. I2MSEnterprise possesses the ability to track unauthorized usage of Member accounts from third-party locations. Member accounts that have been transferred to other parties, or show other activity in violation of this paragraph, are subject to immediate cancellation.

You are expressly not permitted to allow others access to your I2MSEnterprise account or to the Material, nor are you permitted to make Your password visible to others. You may not attempt to determine the password of another I2MSEnterprise Member.

17. Disclaimer of Warranties, Limitation of Liabilities, Indemnification

I2MSEnterprise does NOT warrant that the I2MSEnterprise website, the Materials, and any related websites and/or services will be error free or uninterrupted. I2MSEnterprise is not be liable for the consequences, if any, of any such interruptions or errors.

The I2MSEnterprise website, the Materials, and all service associated with I2MSEnterprise are distributed on an "AS IS" basis and are subject only to the warranty disclaimers and limitations found in this agreement, if any, without any other warranties of any kind, either expressed or implied. THE CONTENTS OF I2MSEnterprise WEBSITE AND THE MATERIALS ARE PRESENTED ON AN "AS IS" BASIS. NO WARRANTY OR REPRESENTATION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR NON-INFRINGEMENT OR MERCHANTABILITY OR FITNESS FOR USE FOR A PARTICULAR PURPOSE, IS MADE IN RELATION TO THE CONTENT ON THESE PAGES. I2MSEnterprise SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF THE I2MSEnterprise WEBPAGES OR THE MATERIALS. You agree that I2MSEnterprise is the neutral host of I2MSEnterprise website and the neutral provider of the Materials and has no control over and has absolutely no responsibility whatsoever for or liability in relation to the business opportunities that I2MSEnterprise and its Representatives represent as part of their collective use of I2MSEnterprise and/or the Materials.

Although I2MSEnterprise provides some encryption and security layers to protect certain personal information which is transmitted by Users, You understand that Your uploads and transmissions may be intercepted and used, and that all the risk associated therewith is solely Yours. If you do not wish to assume this risk then you should not transmit personal information via the I2MSEnterprise and/or I2MSEnterprise websites.

You agree to indemnify, defend, and hold harmless I2MSEnterprise and its partners, affiliates, officers, directors, employees and agents, and other I2MSEnterprise Members (collectively, " I2MSEnterprise Family") from and against any and all liability, claims, losses, damages, injuries or expenses (including attorney's fees) directly or indirectly arising from or relating to Your use of I2MSEnterprise and/or the Materials, and any dispute relating thereto.

I2MSEnterprise cannot and will not be responsible for ANY losses, damages or costs that You and/or Your business may suffer when using the I2MSEnterprise website, I2MSEnterprise website, the Materials, and any related websites and/or services. You expressly agree to indemnify and hold harmless the I2MSEnterprise Family from ANY claims resulting from Your use of the I2MSEnterprise website, the Materials, and any related websites and/or services. You expressly agree that use of the I2MSEnterprise website, the Materials, and any related websites and/or services is at Your complete and sole risk and You understand such risks are an inherent part of business. You expressly agree that neither the I2MSEnterprise Family nor its partners, officers, service providers, affiliates, licensors, employees and/or contractors shall have ANY liability for ANY damages, if any, suffered by You, Your business or ANY other 3rd party associated with you or not as a result of the use or misuse of the I2MSEnterprise website, the Materials, and any related websites and/or services.

18. Modification

I2MSEnterprise reserves the right, at its sole discretion, to change, modify, add or remove portions of this Agreement at any time. Notification of the changes in I2MSEnterprise or this Agreement will be posted on the Web, or sent via e-mail, or postal mail.

Modifications may include, but are not limited to, changes in the scope of the program, term of service fees, payment procedures, and I2MSEnterprise rules. If any modification is unacceptable to You, or If You are dissatisfied with I2MSEnterprise or with any of its terms, conditions, rules, policies, guidelines, or the practices of I2MSEnterprise in operating I2MSEnterprise, Your only recourse is to terminate this agreement by canceling Your membership. Your continued participation in the program following the posting of any change notice(s) or a new agreement on I2MSEnterprise website will constitute your implicit agreement with and binding acceptance of the change(s).

19. Force Majeure

I2MSEnterprise shall not be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action labor conditions, earthquakes or any other cause which is beyond the reasonable control of I2MSEnterprise .

20. Arbitration

Disputes relating in any way to this Agreement (including any actual or alleged breach hereof), any transactions or activities under this Agreement or Your relationship with OME or any I2MSEnterprise Members shall be submitted to confidential arbitration in Rhinelander, WI except that, to the extent You have in any manner violated or threatened to violate OME's intellectual property rights as defined herein, in which case OME may seek injunctive or other appropriate relief in any state or federal court in the State of Wisconsin (and You consent to non-exclusive jurisdiction and venue in such courts) or any other local court of competent jurisdiction in the State of Wisconsin, County of Oneida. Arbitration under this agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.

21. Miscellaneous

This Agreement shall be governed by the laws of the United States of America and the State of Wisconsin, and/or the State of Tennessee, as determined in OME's sole discretion, without reference to rules governing choice of laws. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. OME's failure to enforce Your strict performance of any provision of this Agreement will not constitute a waiver of OME's right to subsequently enforce such provision or any other provision of this Agreement.

22. Copyrights and Trademarks

Unless otherwise indicated any and all content on the I2MSEnterprise sites including but not limited to text, graphics, logos, picture images, audio files, video files, multi-media, music, sound, intellectual property and software is the property of Oneida Marketing Enterprises and/or I2MSEnterprise and is protected by U.S. and international copyright and trademark laws. No part of the I2MSEnterprise web site or related web sites may be reproduced or transmitted in any form or by any means without the expressed written permission of I2MSEnterprise .

I2MSEnterprise 's copyright notice (Copyright © 2006-12 by I2MSEnterprise) appears to remind You that everything on the I2MSEnterprise websites is licensed by I2MSEnterprise and protected by copyright as a collective work or compilation (or both) with the exception of works identified by someone else's copyright notice.

Oneida Marketing Enterprises LLC, OME, Holistic Entrepreneurism, Three Fatal Flaws, The Three Watchwords, www.oneidamarketing.com, www.i2msenterprise.com, I2MSEnterprise, and all other extensions, are all trademarks of Oneida Marketing Enterprises and/or I2MSEnterprise and are protected under United States trademark law. Products and company names mentioned herein that are not owned by the Company may be trademarks or trade names of their respective owners. Your access to the I2MSEnterprise website does not grant any license or right to use any marks appearing on the site without the prior written consent of the Company or the third party owner of that mark, product or trade name. Oneida Marketing Enterprises and I2MSEnterprise trademarks may not be used in any manner that suggests they are not associated with Oneida Marketing Enterprises, I2MSEnterprise or I2MSEnterprise. Any rights not expressly granted herein are reserved.

23. Entire Agreement

This Agreement constitutes the entire agreement between I2MSEnterprise and You pertaining to the subject matter hereof, and any and all written or oral agreements heretofore existing between the parties hereto are expressly cancelled. Any modifications of this Agreement must be in writing and acknowledged by both parties hereto. Should any provision of this agreement be held to be illegal, invalid, or unenforceable by a court law, the legality, validity and enforceability of the remaining provisions of this agreement shall remain unaffected thereby unless otherwise stated.

These Terms and Conditions supersede all previous representations, understandings or agreements and shall prevail notwithstanding any variance with terms and conditions of any order submitted. Your use of I2MSEnterprise constitutes your explicit acceptance of these Terms and Conditions.

24. Independent Investigation

You acknowledge that You have read this agreement and agree to all its terms and conditions. You have independently evaluated the desirability of participating in the program and are not relying on any representation, guarantee, or statement other than as set forth in this Agreement. By becoming a member of I2MSEnterprise and using the Materials You indicate Your acceptance of this agreement and its terms and conditions.