IDUSALLC.COM TERMS OF USE

IMPORTANT! YOUR ACCESS TO THIS WEBSITE IS SUBJECT TO LEGALLY BINDING TERMS AND CONDITIONS. CAREFULLY READ ALL OF THE FOLLOWING TERMS AND CONDITIONS BEFORE PROCEEDING.

This IDUSALLC.COM Terms of Use (the "Terms of Use") is an agreement between you ("You") and IDUSALLC.COM , a Website owned by Ideal Development USA LLC. (the "Company"). "We" and "Us" means both You and the Company. This Agreement describes the terms and conditions applicable to Your use of the Company's services available under the domain and subdomains of (the "Site"). Your use of the Site constitutes Your contractually binding acceptance of this Terms of Use, including any modifications that we make. If You do not agree to be bound by the terms and conditions of this Terms of Use, or if you are under 18 years of age, do not use the Site or access our services. This Terms of Use was last amended on June 5, 2008

LIMITATION OF LIABILITY AND DISCLAIMERS

THE COMPANY, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS, (COLLECTIVELY THE "COMPANY AND ITS ASSOCIATES") DO NOT MAKE OR GIVE ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES AS TO ACCURACY, COMPLETENESS, LEGALITY, RELIABILITY, UNINTERRUPTED OR ERROR FREE TRANSACTIONS, PRIVACY, SECURITY, MERCHANTABILITY, QUALITY, TITLE, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO ANY INFORMATION, MATERIAL, DATA, TEXT, DISCUSSION BOARDS, CHAT ROOMS, FORUMS, FORUM CONTENT, SOFTWARE, PROGRAMS, COMPUTER SCRIPTS, THE DIAMOND CALCULATOR, THE DIAMOND COMPARISON TOOL, THE GEM ADVISOR OR ANY OTHER CONTENT APPEARING ON THE SITE (COLLECTIVELY THE "SITE CONTENT"). THE SITE CONTENT IS PROVIDED FOR EDUCATIONAL AND INFORMATIONAL PURPOSES ONLY ON AN 'AS IS' BASIS. THE SITE CONTENT MAY NOT BE ACCURATE, UP TO DATE, COMPLETE OR UN-TAMPERED AND IS TO BE RELIED UPON AT YOUR OWN RISK.

THE COMPANY ASSUMES NO OBLIGATION TO UPDATE SITE CONTENT. SITE CONTENT MAY BE CHANGED WITHOUT NOTICE TO YOU. ACCESSING THE CONTENT FROM TERRITORIES WHERE IT MAY BE ILLEGAL IS PROHIBITED.

IN NO EVENT WILL THE COMPANY AND ITS ASSOCIATES BE LIABLE TO YOU FOR DAMAGES OR LOSSES RESULTING FROM OR ARISING UNDER ANY CAUSE IN CONNECTION WITH YOUR USE OF, MISUSE OF, OR, RELIANCE ON THE SITE, OR ON SITE CONTENT WHATSOEVER (INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, NEGLIGENCE, GROSS NEGLIGENCE, OR OTHERWISE) VIRUSES, DATA CORRUPTION, FAILED MESSAGES, DAMAGES ARISING AS A RESULT OF: TRANSMISSION ERRORS OR PROBLEMS, TELECOMMUNICATIONS SERVICE PROVIDERS, THE COMPANY'S CONTRACTORS, THE INTERNET BACKBONE, THIRD-PARTY SUPPLIER OF PRODUCTS OR SERVICES, DAMAGES OR LOSSES CAUSED BY YOU, OR YOUR RESPECTIVE EMPLOYEES, AGENTS OR SUBCONTRACTORS, OR OTHER EVENTS BEYOND THE REASONABLE CONTROL OF THE COMPANY.

SITE CONTENT SHOULD NOT BE INTERPRETED AS A RECOMMENDATION FOR ANY SPECIFIC PRODUCT OR SERVICE, USE OR COURSE OF ACTION. THE CONTENT ON THE SITE IS NOT INTENDED TO BE USED AS A SUBSTITUTE OF ANY KIND FOR PROFESSIONAL ADVICE. IT IS YOUR DUTY TO OBTAIN PROFESSIONAL ADVICE FROM A QUALIFIED JEWELER, GEMOLOGIST OR OTHER DIAMOND PROFESSIONAL TO MEET YOUR OWN PARTICULAR NEEDS. YOU SHOULD NOT ACT OR RELY ON ANY OF THE CONTENT WITHOUT SEEKING ADVICE OF A QUALIFIED PROFESSIONAL.

DISPUTE RESOLUTION AND NEW YORK STATE LAW APPLIES

You hereby consent and submit to the EXCLUSIVE jurisdiction of the courts of the STATE OF New York in any action or proceeding related to the Site or Site Content and agree not to commence any such action or proceeding except in New York, NY. The laws of the state of New York and the laws of the United States applicable therein shall govern use of the Site and the interpretation, validity and effect of this Agreement, and shall be treated in all respects as an New York contract, notwithstanding any conflict of laws, provisions or your domicile, residence or physical location. You agree to waive any right You may have to: (i) a trial by jury; and (ii) commence or participate in any class action against Company related to the Site, the Content, or this Agreement and, where, applicable, You also agree to opt out of any class proceedings against Company or its licensors.

INDEMNITY

You agree at all times to indemnify, defend and hold harmless the Company, its agents, suppliers, affiliates and their respective directors and employees against all actions, proceedings, costs, claims, damages, demands, liabilities and expenses whatsoever (including legal and other fees and disbursements) sustained, incurred or paid by the Company directly or indirectly in respect of:

(i) any information or other content You provide on or through the Site or by e-mail or other correspondence; or

(ii) Your use or misuse of the Content or the Site, including without limitation infringement claims.

DISCUSSION FORUMS

The Site provides discussion boards, chat rooms, and other similar forms of communication These service is a public venue. Any information, data, text, or other material that is submitted using the forums is the sole responsibility of the person from which such forum content originated from. You understand that the Company does not prescreen or otherwise control the Forum Content and therefore the Company cannot and does not guarantee the integrity, accuracy or quality of the Forum Content. When using Forums, never assume that people are who they say they are, know what they say they know, or are affiliated with whom they say they are affiliated. Information obtained on Forums may not be reliable, and it is not a good idea to trade or make any decisions based solely or largely on information you cannot confirm. UNDER NO CIRCUMSTANCES WILL THE COMPANY BE LIABLE IN ANY WAY FOR ANY FORUM CONTENT, INCLUDING, BUT NOT LIMITED TO, FOR ANY ERRORS OR OMISSIONS IN ANY FORUM CONTENT, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF FORUM CONTENT.

IDEAL DEVELOPMENT USA LLC AND THIRD PARTIES

We do not sell any goods or services, except for advertising that is clearly identified as 'advertisement', and software that may be downloaded by the general public from the Site. We are not a party to any transactions between You and any merchants, diamond dealers, jewelers or any other third-parties listed, advertised, or otherwise mentioned on the Site (collectively "Third Parties"). This Site and Site Content are not to be construed as a form of promotion or an offer to sell any product or service. We have no control over the, actions, quality, safety, or legality, of any Third Parties. You agree that We will not be responsible or liable for any loss or damage of any sort incurred as a result of any of your transactions or other dealings with Third Parties.

In providing links to other sites, the Company is in no way acting as a publisher or disseminator of the material contained on those other sites and does not seek to monitor or control such sites. A link to another site should not be construed to mean that the Company is affiliated or associated with same. THE COMPANY DOES NOT RECOMMEND OR ENDORSE ANY OF THE CONTENT, INCLUDING WITHOUT LIMITATION ANY HYPER-LINKS TO OR CONTENT FOUND, ON OTHER WEB SITES. The mention of another party or its product or service on the Site should not be construed as an endorsement of that party or its product or service.

OWNERSHIP AND COPYRIGHT

You acknowledge that any and all information, content, comments, reports, data, databases, graphics, interfaces, web pages, text, files, software, product names, company names, trade-marks, logos and trade names contained on the Site (collectively the "Content") including the manner in which the Content is presented or appears and all information relating thereto, are the property of their respective owners as indicated, the Company or its licensors, as the case may be. You agree that the Content and the selection, arrangement, architecture and enhancement of the Content and other Site features (the "Website Design") are protected by United States and international intellectual and industrial property rights, including copyrights, trade-marks and other proprietary rights. These rights are valid and protected in all media existing now or later developed, and all use of the Content or Website Design shall be in accordance with such rights and the terms of this Terms of Use.

PERMITTED USE

The Company hereby grants to You a personal, non-transferable and non-exclusive license to access, read and download one copy of the Site Content.

RESTRICTIONS ON USE

You agree that You will NOT:

(i) distribute the Content for any purpose including without limitation compiling an internal database, redistributing or reproduction of the Content by the press or media or through any commercial network, cable or satellite system; or

(ii) create derivative works of, reverse engineer, decompile, disassemble, adapt, translate, transmit, arrange, modify, copy, bundle, sell, sub-license, export, merge, transfer, adapt, loan, rent, lease, assign, share, outsource, host, publish, make available to any person or otherwise use, either directly or indirectly, the Content in whole or in part, in any form or by any means whatsoever, be they physical, electronic or otherwise. You shall not permit, allow or do anything that would infringe or otherwise prejudice the proprietary rights of the Company or its licensors or allow any third-party to access the Content. The restrictions set out in this Terms of Use shall not apply to the limited extent the restrictions are prohibited by applicable law.

LICENSE TO USE YOUR CONTENT PROVIDED ON OR THROUGH THE SITE

With the exception of personal information, You hereby grant to the Company the perpetual, unlimited, royalty-free, world wide, non-exclusive, irrevocable, transferable license to run, display, copy, reproduce, publish, bundle, distribute, market, create derivative works of, adapt, translate, transmit, arrange, modify, sub-license, export, merge, transfer, loan, rent, lease, assign, share, outsource, host, make available to any person or otherwise use, and to authorize such acts, any information or other content You provide on or through the Site or which is sent to the Company by e-mail or other correspondence, including without limitation, any ideas, concepts, inventions, know-how, techniques or any intellectual property contained therein, for any purpose whatsoever. The Company shall not be subject to any obligations of confidentiality regarding any such information unless specifically agreed by the Company in writing or required by law. You represent and warrant that you have the right to grant the license set out above.

PRIVACY

All of the information that We collect from you, such as registration information, is subject to our privacy policy. It is available at: www.idusallc.com. If you object to your personal information being transferred or used in this way, then do not provide us with any personal information and do not use the Site. When You submit information to us by email you automatically consent to the exchange of information and documents between Us electronically by e-mail.

GENERAL

Entire Agreement

This Terms of Use in electronic form shall be the equivalent of an original written paper agreement between Us. The Terms of Use as it may be amended from time to time, and any and all other notices marked as "LEGAL NOTICE:" on the Site, constitute the entire agreement between You and the Company.

Amendment and Waivers

The Company reserves the right, in its discretion, to amend this Agreement at any time by posting amendments on the Site. You are responsible for periodically reviewing the amendments on the Site and You are deemed to be aware of such amendments. If You do not agree to the amended terms and conditions, You shall immediately stop using the Site. Access to the Site or use of the Site after any amendments have been posted shall constitute Your acknowledgement and acceptance of the amended terms and conditions. No supplement, modification or amendment to this Agreement and no waiver of any provision of this Agreement shall be binding on the Company unless signed by the Company in writing. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provision (whether or not similar) nor shall such waiver constitute a continuing waiver unless otherwise expressly provided.

Interpretation

The division of this Terms of Use into sections and the insertion of headings are for convenience of reference only and shall not affect the construction or interpretation of this Terms of Use with the exception of using the headings to identify the clauses that shall survive the termination of this Terms of Use in accordance with this Terms of Use. In this Terms of Use, words importing the singular number include the plural and vice versa, words importing gender include all genders; and words importing persons include individuals, sole proprietors, partnerships, corporations, trusts and unincorporated associations.

Severability

Any provision of this Terms of Use which is held by a court of competent jurisdiction to be illegal, invalid or unenforceable in such jurisdiction shall, as to that jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability and shall otherwise be enforced to the maximum extent permitted by law, all without affecting the remaining provisions of this Agreement or affecting the legality, validity or enforceability of such provision in any other jurisdiction.

Termination

This Terms of Use is effective until terminated by the Company, with or without cause, in the Company's sole and unfettered discretion. The Company may terminate this Terms of Use without notice to You. Any such termination by the Company shall be in addition to and without prejudice to such rights and remedies as may be available to the Company, including injunction and other equitable remedies. The sections under the headings; Limitation of Liability and Disclaimers, Dispute Resolution and New York Law Applies, Ownership and Copyright', 'License to Use Your Content', 'Indemnity', 'Interpretation', and 'Termination', shall survive the termination or expiry of this Terms of Use.

Notices

If you have any questions, concerns or complaint's with respect to the Site or Site Content you may contact us by submitting your message at http://idusallc.com/contactus.aspx


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