Terms of Use and End User License Agreement

IMPORTANT: PLEASE READ THESE TERMS CAREFULLY. This Terms of Use and End User License Agreement, along with any Terms of Offer appearing on the website, along with any posted rules or instructions, constitute the entire agreement between you and us regarding your use of the website and related information, data, products and services (collectively, the “Services” or “Service”). YOUR USE OF THE WEBSITE CONSTITUTES ACCEPTANCE OF THESE TERMS OF USE AND END USER LICENSE AGREEMENT, INCLUDING THE PRIVACY POLICY (COLLECTIVELY, "TOU/EULA").

The Service is owned by PCRx.com, LLC. (which may be referred to herein as “PCRx.com,” “PCRx,” “we,” or “us”).

We may change any of the terms contained in the TOU/EULA at any time by posting the revised TOU/EULA on this website. If we revise the TOU/EULA, such revision shall be effective thirty (30) days after posting the new TOU/EULA on this site. You are responsible for periodically reviewing changes to this TOU/EULA, which you can do by clicking on the “Terms of Use” or similar link. You agree that your continued use of the Service following any changes to this TOU/EULA and after the changes take effect will constitute your acceptance of such changes. If you do not agree to such changes to the TOU/EULA, your only remedy is to discontinue use of the Service and to cancel your account.

DESCRIPTION OF SERVICES

The Services are provided on an AS IS and AS AVAILABLE basis. We disclaim any and all responsibility and liability for the availability, timeliness, security or reliability of the Services which are made available to you for personal, non-commercial, use only.

Downloadable Software:

Online Vault: The ultimate in data protection. Backup, encrypt and store your personal files, including music, photos, videos, social media information and financial records. Our Premium Service includes larger backup capacities, data mirroring and support.

PCRx, PCRx Optimizer, PC Power Speed and PC Fix Speed: Increase your PC speed and repair computer errors. Get a free PC diagnosis and view results that locate registry errors, recommend files for removal and find areas to optimize. Purchasing a full license will allow you to fix registry errors, remove unnecessary or potentially harmful files and optimize your computer. You can also get an optional Backup CD of the software or an optional Secure Multi-License to download a registered version of the software anytime you need it such as after a system reinstall or if your system was damaged by viruses or malware.

Spyware Terminator: Get free real-time protection that effectively removes spyware, adware, trojans, keyloggers, home page hijackers and other malware threats from your computer. Our Premium version includes integrated antivirus, priority updates, additional security tools, integrated Internet protection and product support.

System Protect: Get effective file protection that prevents the removal or alteration of critical files and applications, and ensures operating system stability.

Web Security Guard: Prevent access to websites reported as dangerous and protect your computer from malware infection. Anti-Phishing Protection feature tracks and blocks phishing attempts on your computer and sends logs about the websites you visit.

Our Websites:

Online Vault Website: Download Online Vault right from the website and access your account.

PCRx, PCRX Optimizer, PC Power Speed and PC Fix Speed Websites: These sites feature a download link for a free PC scan as well as a secure purchase page and help section.

System Protect Website: Download System Protect right from the website and access a support form, help section and more.

Spyware Terminator Website: The website features a Spyware Terminator download page, links to the forum and community, and access to software database lists, malware news, support form, help section and more.

Web Security Guard Website: Web Security Guard can be downloaded right from the website. Look up website reports in our extensive database, access our help section and help promote Web Security Guard.

SERVICES/FEES/TERMINATION/REFUNDS/RETURNS

THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. We reserve the right to modify, refuse, suspend or discontinue the Service with or without notice at any time, for any reason, and without any liability. Terms related to payment of fees (if any) are specified in the Terms of Offer and may be updated by us from time to time. PLEASE SEE OTHER DISCLAIMERS BELOW.

When you complete the registration process, you create an account. Your account allows you to participate in certain activities on the website. To create an account, you must select a login name and password. You may not use a login name that is used by someone else, and your login name cannot be vulgar, or otherwise offensive, or be used in any way that violates the TOU/EULA. You may not provide false information during the registration process. You must provide truthful and accurate information in creating your account. You are solely responsible for all activity on your account and for the security of your login name, password, computer system and/or related system. You may not reveal your password to other users. You agree to indemnify and hold us harmless for any improper or illegal use of your account. This includes illegal or improper use by someone to whom you have given permission to use your account. Your account is at risk if you let someone use it inappropriately and your account in any of our Services is subject to termination if you or anyone using your account violates the TOU/EULA.

We disclaim any responsibility related to files uploaded by you or other users. By uploading files, you are assuming full responsibility for the consequences of doing so.

You are solely responsible for any and all conduct in entering, altering, modifying, sending or retrieving data, text information, screen names, graphics, photos, profiles, audiovisual clips, links or other content submitted, posted, displayed, transmitted or shared using your User Identification.

We do not claim ownership of any content you submit, post, transmit or share using our Services.

If you decide that you no longer wish to use downloads from us, you can uninstall the software by using the add/remove function within Windows. If you choose to cancel your Online Vault Premium account, you will continue to have access to the service through the end of the paid billing period. After cancellation of your Online Vault account, we have no obligation to provide you with a copy of your data and may remove and discard any data. This TOU/EULA will automatically terminate when you cancel your account or when we no longer provide the Services.

You consent that we may provide you with required notices, benefits and account information through electronic disclosure via email and postings on our website, or at the email address provided at the time of sign up (or as amended at our website by you from time to time).

Purchasers of our products that have a backup CD must notify us immediately of any change in the address to which the backup CD should be delivered. We are not responsible for the replacement of backup CDs that are not received by you due to address changes that are not reported to us.

You understand and agree that the cancellation of your account or a particular subscription is your sole right and remedy with respect to any dispute with us. This includes, but is not limited to, any dispute related to, or arising out of: (1) any term of this TOU/EULA or our enforcement or application of this TOU/EULA; (2) the content available through this site or any change in such content; (3) your ability to access and/or use this site; or (4) the amount or type of any fees, surcharges, applicable taxes, billing methods, or any change to the fees, applicable taxes, surcharges or billing methods.

We do not accept returns of any product which is not purchased directly from us. Such products must be returned to the place of purchase (web store, etc.) and are subject to the return/refund policies of the place of purchase.

Refunds made by us will be made using the same method you used when you purchased the license. For example, if you purchased a license to the downloadable version of PCRx via credit card, any refund of the PCRx license fee you receive would be made as a credit to that credit card account.

PCRx, PCRx Optimizer, PC Power Speed, PC Fix Speed and Spyware Terminator Premium Refunds and Returns:

To obtain a refund of the initial license fee you paid for downloaded software, backup CD of the downloaded software or the Secure Multi-License, you must meet certain requirements. Your right to obtain a refund lasts only for a limited time. All returns for downloaded software, backup CDs or Secure Multi-License must be pre- authorized by us. You must receive a Return Merchandise Authorization Number (“RMA Number”) for backup CDs.

To receive an RMA Number from us, contact Customer Support Mon. – Fri., 8:30 AM – 10:00 PM, Eastern Time. The toll-free number in the U.S. for PCRx is 1-877-531-PCRX, PCRx Optimizer is 1-855-202-6306, PC Power Speed is 1-866-231-7627, PC Fix Speed is 1- 866-325-7231 and Spyware Terminator Premium is 1-877-509-6009. You must provide sufficient information for us to be able to identify your transaction, such as the order number and/or date of transaction given to you when the download was ordered. If we are able to identify your order and the request is made within the time frame discussed below, you will be assigned an RMA Number and provided a Declaration of Destruction of Software ("Declaration") form.

Online Downloads Refund Requirements: (1) You must request a refund from us within 30 days of the date we made the software available to you for download (the "Download Purchase Date"); (2) You must destroy all copies of the software you may have made or stored in any place and uninstall the software from any computers owned or controlled by you where you have installed the software; and (3) We must receive, at our offices, a fully completed and signed Declaration within 35 days of the Download Purchase Date.

Backup CDs Refund Requirements: (1) You must request an RMA Number from us within 30 days of the date we sent the backup CD to you (the "Backup CD Purchase Date"); (2) the backup CD must be returned in original, resalable condition including packaging and any software documentation. If backup CDs are not returned in original, resalable condition, you will be charged a restocking fee. No refunds will be issued for incomplete or non-component returns; (3) You must destroy all copies of the software on the backup CD you may have made or stored in any place and uninstall the software from any computers owned or controlled by you where you have installed the software; and (4) We must receive, at our offices, a fully completed and signed Declaration within 35 days of the Backup CD Purchase Date. No refund will be made by us unless and until the Declaration and if applicable, Backup CD, have been timely received by us. We are not responsible for lost or misdirected mail, delays for downloading or other communication system delays. We will not refund any shipping or handling charges that may have been charged to you.

Once you have returned the Declaration to us, all rights you may have been granted with respect to the software are thereby terminated. Any further use of the software will constitute an infringement of our intellectual property rights as well as a violation of this EULA.

Online Vault Services:

Fees paid for monthly subscriptions of Online Vault Premium Service are non- refundable. Online Vault Premium accounts include data mirroring which maintains data on an additional server for fast recovery in case of hardware failure of the main server. Free accounts do not have data mirroring and in case of hardware failure, some data loss may occur on the server. However, if lost files are still stored on your computer and they are selected for backup, they will be uploaded to the server again during the next backup operation. Online Vault saves a copy of each file that is automatically selected for backup and other files you designate for backup to a server operated by us or our agent. Online Vault automatically scans for changes or additions to the backed-up data and then periodically re-saves a copy of a modified file or creates a copy of a newly designated file. Online Vault does not maintain multiple copies of your backed-up data. Your backed-up data may not be available or restorable if: (i) Online Vault has not completed copying your selected files or changed files; (ii) for files, folders, or disk drives that are not automatically backed-up, you do not manually select them for backup, or you unselect a file for backup; (iii) you delete a file using the website user interface which deletes the file from the server, or you delete a computer from your Online Vault account; (iv) you move a file to a location on your computer that is not automatically scanned to select files for backup or you upgrade your operating system resulting in changes to your file mapping; (v) your computer is unable to access the Internet or Online Vault servers; (vi) you fail to follow Online Vault's technical requirements, including upgrading the version of your Online Vault product as required; or (vii) you terminate your license or fail to renew your subscription to the Online Vault Services.

You are solely responsible for maintaining the confidentiality of your Online Vault user name and password and you are solely responsible and liable for any and all activities that occur with respect to your account. Compromise of your username and/or password may compromise the security of your backed-up data. Online Vault security features include safeguards designed to protect your backed-up data including data encryption and secure transfers to our data centers. Your backed-up data is accessible by supplying your valid login credentials and via (i) an Internet enabled computer using the website user interface, or (ii) certain software applications, including mobile device applications. Although we make commercially reasonable efforts to store your personal information and backed-up data in a secure operating environment that is not accessible to unauthorized users, we cannot guarantee complete security. By using such products and services, you knowingly accept this risk.

Trials: If you sign up for a trial, you are entitled to a full license version of the software for the trial period disclosed in the offer. After the trial period ends, the license fee will be charged or debited to the credit or debit card you provided at the time you signed up for the trial. Subsequent renewal of your license is covered by the paragraph below entitled Term and Automatic Renewal. During the trial period, you may cancel your license at any time by contacting Customer Support and if you cancel before the end of the trial period, you will not be billed for the license fee.

INTELLECTUAL PROPERTY RIGHTS/LICENSE

Copyright Notice. © PCRx.com, LLC, 2011. All rights reserved.

The Service is controlled and operated by us. The Service, and all materials accessible through the Services, including code, images, text, illustrations, logos, audio and video files (collectively "Intellectual Property"), are protected by copyrights, trademarks, service marks, or other proprietary rights owned or licensed by us. The compilation (meaning the collection, arrangement, and assembly) of all materials on the Services is our exclusive property and is protected by U.S. and foreign laws and international copyright treaties. Material from the Services may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way. Use or modification of our Intellectual Property in any form, including but not limited to use on any other website or networked computer environment, without our express written authorization is a violation of our copyrights and other proprietary rights and is strictly prohibited. Any copies of documents contained on this website or portions thereof that you make must include the above copyright notice.

Documents published on this website may contain other proprietary notices or describe products, services, processes or technologies owned by us or by third parties. Except as expressly set forth herein, nothing contained herein shall be construed as us granting to the user a license under any copyright, trademark, patent or other intellectual property right of ours or any third party. Except as expressly granted to you under this TOU, all rights are reserved by us;

You may not link to this website, without prior consent from us, which consent may be withdrawn by us at any time, with or without notice, in our sole discretion.

Notification and Procedure for Making Claims of Copyright Infringement. You may notify us if your work has been copied in a way that you believe constitutes copyright infringement. In compliance with the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2), we have designated a Copyright Agent to receive any such notification. Our Copyright Agent may be contacted at:

Designated Agent for DMCA Notices
PCRx.com, LLC
c/o Kris R. Keeney, Esq.
4510 Cox Road, Suite 109
Glen Allen, Virginia 23060

If you wish to notify our Copyright Agent of a claim of copyright infringement, please provide written notice. Your notice must contain the following information:

1. A physical or electronic signature of the person authorized to act on behalf the copyright owner;
2. Identification or description of the copyrighted work you claim has been infringed;
3. Identification or description of the work you believe is infringing on your copyrighted work and enough information to assist us in locating the allegedly infringing work;
4. Your address, telephone number, and email address;
5. A statement that you have a good faith belief that the use by the person you believe has infringed on your copyright is not authorized by the copyright owner, its agent, or the law; and
6. Your statement, made under penalty of perjury, that the information contained in your notification is accurate, and that you are the copyright owner or are authorized to act on the owner's behalf.

Trademarks. “PCRx, PCRx Optimizer, PC Power Speed, PC Fix Speed and Spyware Terminator” and other marks, logos, and service names are our trademarks and/or trade dress or the trademarks and/or trade dress of our affiliates. None of our trademarks or our affiliates' trademarks may be used in connection with any product or service that is not ours or our affiliates', in any manner that is likely to cause confusion among users, or in any manner that disparages or discredits us, or our affiliates. All other trademarks viewable from a search performed using the Service are the trademarks and/or registered trademarks of their respective owners.

By installing and/or using our software (“software”), you agree to the following:

i. License. We grant you a non-exclusive license to install and use our software solely for personal use and only for the purpose of accessing the Service. We and our software licensors/suppliers reserve the right to add additional features or functions to the software at any time, without requesting your approval. We may require the update of software on your computer when new versions of the software are released or new enhancements are available. Updates may occur automatically when you use the Service. Changes to this End User License Agreement may be made by us and will be posted on the website. Your continued use of the software will constitute consent to the revised terms. We are under no obligation to support software for which a license has not been purchased and paid for in full. We may at any time suspend or terminate this license and disable the software.

Term and Automatic Renewal: For customers who purchase a software license, upgrades and minor releases of the software are free from the original date of license purchase until the end of the initial term you select. After the initial term, software upgrades and software releases are provided to you only if you have renewed your license. IMPORTANT: The automatic renewal at the time of purchase, does not require you to take any further action in order to renew your software license. The credit/debit card used for purchase of the initial software license will be charged the then-current license renewal fee, excluding promotional and discount pricing, plus any applicable taxes automatically on or about ten days prior to license expiration unless one of the parties has cancelled the license or provided the other party with notice of its intent not to renew the license at least 60 days prior to the end of the initial term or renewal term. The renewal term of the license shall be for the period selected by you when you purchased the initial license. You can opt out of the automatic license renewal any time by contacting Customer Support. Upon expiration of your license, the license will revert to a free version of the software with limited functionality. Notwithstanding the foregoing, we may at any time (without prejudice to its other rights or remedies) terminate the automatic license renewal in whole or in part upon thirty (30) days prior written notice to you.

If you signed up for a monthly paid subscription of the Online Vault Service, you agree to pay the then current and applicable subscription fees. You agree that we will automatically renew your subscription to the paid Online Vault Service and automatically charge you the then current renewal fees for such renewed subscription using the credit card associated with your subscription. Upon any non-renewal, termination, or expiration of your subscription to the paid Online Vault Service (i) the license granted herein by us will automatically terminate at the end of the paid billing period and you will have no further right to possess the Online Vault software or use the Online Vault Services, (ii) the Online Vault Services may be disabled by us without notice to you, and (iii) you will no longer have the right to access or retrieve your backed-up data. You acknowledge and agree that our policy is to automatically delete all of your backed-up data upon non-renewal, termination, or expiration of your subscription to the Online Vault Services and that it is solely your responsibility to seek another source for your backup needs.

ii. Restrictions. You may not reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code of the software for any reason. You may not modify the software in any way. You may not rent, sell, lease, sublicense, distribute, assign, copy (other than a single copy for your own backup purposes), create derivative works or in any way transfer the software or use the software for the benefit of any third party through any outsourcing or time-sharing arrangement or through the operation of any service bureau. You understand that the software is licensed not sold, and that the software and all rights not expressly granted herein are reserved to us and our licensors/suppliers. We reserve the right to remove or replace any uploaded files, and assume no liability for lost or misplaced file URLs. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information of us and our affiliates without our express written consent. You may not use any Meta tags or any other "hidden text" utilizing our name or trademarks or those of our affiliates without our express written consent or that of our affiliates. The materials provided herein are for personal, non-commercial use only. Documents published on this website may contain other proprietary notices or describe products, services, processes or technologies owned by us or by third parties. Except as expressly set forth herein, nothing contained herein shall be construed as us granting to the user a license under any copyright, trademark, patent or other intellectual property right of ours or any third party. Except as expressly granted to you under this TOU/EULA, all rights are reserved by us. You may not link to this website without prior consent from us, which consent may be withdrawn by us at any time, with or without notice, in our sole discretion.

iii. Voluntary Use/Our Collection and use of non-Personally Identifiable Information. Your use of the Services is voluntary. You may stop using and uninstall any of our software at any time. By downloading our software and/or using the Service, You acknowledge and agree that certain of our software and/or plug-ins may collect and use non-personally identifiable information relating to your use of the Service (such as IP address, browser type, referring URL). For example, certain of our software collects and organizes information about users’ computer usage and the websites visited by users into the database used to provide the Services. Use of such information is of course subject to the PCRx.com Privacy Policy.

iv. Export Controls. The software or goods sold herein may be subject to export controls or restrictions by the United States or other countries or territories. You agree to (i) comply with the requirements of the U.S. Department of Commerce (DOC) Export Administration Regulations (EAR) (see http://www.bis.doc.gov) and all applicable international, national, state, regional and local laws, and regulations, including without limitation any applicable import and use restrictions, (ii) not export, or re- export, directly or indirectly, the Software to any country outlined in the EAR, nor to any person or entity on the DOC Denied Persons, Entities and Unverified Lists, the U.S. Department of State's Debarred List, or on the U.S. Department of Treasury's lists of Specially Designated Nationals, Specially Designated Narcotics Traffickers, or Specially Designated Terrorists, and (iii) not license, sell, provide or distribute the Software for use in connection with chemical, biological, or nuclear weapons or missiles capable of delivering such weapons.

ACCEPTABLE USE POLICY

ILLEGAL, UNAUTHORIZED, OR FRAUDULENT CONTENT OR ACTIVITIES

This Section defines the Acceptable Use Policy ("Policy") relating to the Service. You are responsible for continual compliance with this Policy. You agree that you will use the Service in compliance with all applicable local, state, national, and international laws, rules and regulations. We take no responsibility for third party content, nor do we have any obligation to monitor such third party content. Nonetheless, we reserve the right to monitor content at any time for any reason. Further, we reserve the right to remove objectionable or personally identifiable information. We will not be responsible or liable for the exercise or non-exercise of your rights under this TOU/EULA.

For example, you may not use the Services to create, transmit, distribute, or store material that:

• Violates a trademark, copyright, trade secret or other intellectual property rights of others
• Violates the privacy, publicity or other personal rights of others
• Impairs the privacy of communications
• Contains obscene, offensive or inappropriate content
• Constitutes pornography
• May be threatening, abusive or hateful
• Violates export control laws or regulations
• Encourages conduct that would constitute a criminal offense or give rise to civil liability
• Causes technical disturbances to the Service, including, but not limited to, adware, spyware, introduction of viruses, worms or other destructive elements
• Assists or permits any persons in engaging in any of the activities described above
• Involves deceptive on-line marketing

If you become aware of any such activities, you are obligated to immediately notify us.

We reserve the right to suspend or terminate access to the Services upon notice of a violation of this Policy. Indirect or attempted violations of this Policy, and actual or attempted violations by a third party on behalf of you, shall be considered violations of this Policy by you.

We have the right, but not the obligation, to monitor any activity or content associated with the Service. We may investigate any reported violation of its policies and take any action we deem appropriate, including terminating your access to the Service without notice. Any of the following, without limitation, would be a violation of the TOU/EULA and our policies and guidelines, and upon our determination, in our sole discretion, that you have engaged in any of the following, we shall terminate your access to the Service without notice, and to the extent applicable, remove, or disable access to, any material that is in violation of the following or claimed to be infringing or to be the subject of infringing activity. Accordingly, you expressly represent, warrant and covenant that you shall not upload, post or transmit to or distribute or otherwise publish through the Service any materials which (i) restrict or inhibit any other user from using and enjoying the Service, (ii) are unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, offensive, pornographic, profane, sexually explicit or indecent, (iii) constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate law, (iv) violate, plagiarize or infringe the rights of third parties including, without limitation, copyright, trademark, patent, rights of privacy or publicity or any other proprietary right, (v) contain a virus or other harmful component, or (vi) constitute or contain false or misleading indications of origin or statements of fact.

We may report any activity we suspect violates any law or regulation to appropriate law enforcement officials, regulators, or other third parties. To cooperate with governmental requests, to protect our systems and users, to ensure the integrity and operation of our business and systems, or in response to subpoenas, court orders, or legal requirements, we may access and disclose any information we consider necessary or appropriate, including your contact details, IP addressing and traffic information, posted content, and web usage paths. By using the Service you expressly consent to the foregoing use and disclosure.

INDEMNIFICATION

You agree to indemnify, defend and hold us harmless as well as any parent company, subsidiaries, affiliates ( and each of our or their officers, directors, managers, employees, agents, representatives, information providers and licensors), against liability related to any claims, demands, including but not limited to reasonable attorney's fees, arising from or in any way related to any alleged violation of this TOU/EULA by you, use of the Services by any other person through you or using your computer or your account, claims by third parties related to your use of the Services or in connection with your transmission of any content on or through the Service. This Section shall survive termination of this TOU/EULA.

NO WARRANTY

YOU ARE USING THE SERVICES AT YOUR OWN SOLE RISK AND WE ARE UNDER NO OBLIGATION TO PROVIDE YOU WITH ANY SUPPORT, ERROR CORRECTIONS, UPDATES, UPGRADES AND/OR ENHANCEMENTS OF THE SERVICE.

YOU UNDERSTAND AND AGREE THAT THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS. THE USER OF THIS WEBSITE ASSUMES ALL RESPONSIBILITY AND RISK FOR THE USE OF THIS WEBSITE, THE SERVICES AND THE INTERNET GENERALLY.

TO THE FULLEST EXTENT PERMISSIBLE BY LAW, WE AND OUR AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF TITLE, OR IMPLIED WARRANTIES OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WITHOUT LIMITING THE FOREGOING, NEITHER WE NOR ANY OF OUR AFFILIATES, NOR ANY OF OUR OR THEIR OWNERS, OFFICERS, MANAGERS, DIRECTORS, LICENSORS, EMPLOYEES OR REPRESENTATIVES REPRESENT OR WARRANT (I) THAT THE SERVICES OR INFORMATION OR CONTENT PROVIDED THROUGH THE SERVICE WILL FULFILL ANY OF YOUR PARTICULAR PURPOSES OR NEEDS OR MEET YOUR REQUIREMENTS OR BE ACCURATE, COMPLETE, RELIABLE, OR FAULT-FREE; (II) THAT THE SERVICE WILL BE AVAILABLE OR WILL BE UNINTERRUPTED, ACCESSIBLE, TIMELY, OR SECURE; (III) THAT ANY DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE WILL BE FREE FROM VIRUSES, "WORMS," "TROJAN HORSES" OR OTHER HARMFUL PROPERTIES; (IV) THAT THE SERVICES ARE NONINFRINGING. WE AND OUR AFFILIATES HEREBY DISCLAIM, AND YOU HEREBY WAIVE AND RELEASE US AND OUR AFFILIATES FROM, ANY AND ALL OBLIGATIONS, LIABILITIES, RIGHTS, CLAIMS OR REMEDIES IN CONTRACT OR TORT ARISING OUT OF OR IN CONNECTION WITH THIS TOU/EULA OR THE SERVICES.

LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMISSIBLE BY LAW, IN NO EVENT AND UNDER NO CIRCUMSTANCES SHALL WE OR ANY OF OUR AFFILIATES, OR ANY OF OUR OR THEIR OWNERS, OFFICERS, MANAGERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, INFORMATION PROVIDERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR OTHER DAMAGES (REGARDLESS OF THE FORM OF ACTION), INCLUDING WITHOUT LIMITATION ANY SUCH ACTION ARISING OUT OF (I) USE OF THE SERVICE BY ANY PERSON, INCLUDING BUT NOT LIMITED TO, ANY DAMAGE CAUSED BY ANY RELIANCE ON, OR ANY DELAYS, INACCURACIES, ERRORS OR OMISSIONS IN, ANY INFORMATION, (II) ANY USE OR INABILITY TO USE THE SERVICE FOR WHATEVER REASON, INCLUDING BUT NOT LIMITED TO COMMUNICATIONS FAILURE OR ANY OTHER FAILURE WITH TRANSMISSION OR DELIVERY OF ANY INFORMATION ACCESSED THROUGH THE SERVICE, OR (III) ANY GOODS OR SERVICES DISCUSSED, PURCHASED, OBTAINED, OR PARTICIPATED IN, DIRECTLY OR INDIRECTLY, THROUGH THE SERVICE, IN EACH CASE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE EXTENT SOME REMEDY IS REQUIRED BY APPLICABLE LAW WITH RESPECT YOUR USE OF THE SERVICE, YOUR EXCLUSIVE REMEDY REGARDING THE SERVICE SHALL BE THE REPLACEMENT OF ANY SUCH SERVICE OR COMPONENT OF THE SERVICE FOUND TO BE DEFECTIVE. IN NO EVENT SHALL OUR CUMULATIVE LIABILITY OR OUR AFFILIATES' CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS OF DIRECT DAMAGES RELATING TO THE SERVICES EXCEED THE TOTAL AMOUNT OF FEES, IF ANY, THAT YOU PAID FOR USE OF THE SERVICE DURING THE ONE-YEAR PERIOD PRECEDING THE CLAIM.

GENERAL PROVISIONS

By using the Service, You:

• agree that the substantive laws of the state of Florida, without reference to its principles of conflicts of laws, will be applied to govern, construe and enforce all of the rights and duties of the parties arising from or relating in any way to the subject matter of this TOU/EULA;
• consent to exclusive personal jurisdiction and venue in a court located in Palm Beach County, Florida for any legal action connected in any way, directly or indirectly, to the subject matter of this Agreement, the Service or to this website;
• agree that you may not assign any or all of your rights and obligations under this TOU/EULA without our prior written consent, which may be withheld in our sole discretion;
• agree that all provisions of this TOU/EULA relating to ownership of intellectual property and proprietary rights, warranty disclaimers, limitation of liability, and indemnification shall survive the termination of your use or access to the website, for whatever reason;
• agree that nothing in this TOU/EULA shall be deemed to convey any third party rights or benefits;
• agree that except as otherwise required by law (in which case Florida statutes of limitation shall apply), the arbitration of any cause of action or claim you may have with respect to the Service, this TOU/EULA or this website must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred;
• agree that if any portion of this TOU/EULA is ruled invalid or otherwise unenforceable, it shall be deemed amended in order to achieve as closely as possible the same effect as originally drafted and that the other provisions of this TOU/EULA remain in full force and effect;
• agree that no waiver of any breach of any agreement or provision of this TOU/EULA, nor any failure to assert any right or privilege contained in this TOU/EULA, shall be deemed a waiver of any preceding or succeeding breach of any agreement or provision;
• agree that the section titles in this TOU/EULA are for convenience only and have no legal or contractual effect; and
• agree that this TOU/EULA (including all policies, notices and other terms incorporated into this TOU/EULA by reference) constitutes the entire agreement between you and us with respect to the subject matter hereto and supersedes any and all prior or contemporaneous agreements whether written or oral.

All parties and/or users agreeing to this TOU agree that any and all disputes, causes of actions or claims arising out of, in connection with or in any way related to this Agreement, or the products or services associated with this Agreement, shall be fully and finally settled in binding arbitration proceedings under the Rules of Arbitration of the American Arbitration Association in force at the time this Agreement is entered, by one arbitrator appointed in accordance with said Rules, with the specification that any such arbitral award shall be enforceable by any court having jurisdiction thereof. All parties seeking relief are to be bound by this arbitration provision as the sole method to determine any disputes arising from, in connection with, or related to this Agreement, including any actions to enforce or interpret this Agreement. The arbitration proceeding shall be construed in accordance with the applicable laws of the State of Florida. All Arbitration proceedings shall be held in Ft. Lauderdale, Florida.

All parties and/or users agreeing to this TOU agree that any and all disputes arising out of, in connection with or in any way related to this Agreement, or the products or services associated with this Agreement, shall be limited as to discoverable information which is requested pursuant to a subpoena, arbitration, discovery, or any other legal proceeding, by the following:

1. All relevant and discoverable information or data (in any form) shall be strictly limited to the dates of use by the user of the products and services offered hereunder who is requesting any such information. No discovery, including eDiscovery, shall be provided for timeframes outside the timeframe of use of the requesting party, and shall be limited to information or data that is reasonably accessible to us. All parties and users agree that these limitations are reasonable.
2. All relevant and discoverable information or data (in any form) requested for such applicable dates shall be provided in the format in which it is stored or archived, and shall not be required to be provided in any other format, and no reports of any kind not used regularly in the course of business shall be requested or created/produced.
3. We may request that parties and/or users cooperate in good faith regarding formulation of appropriate search terms and protocols in advance of any information or data search, including pre-search formulating of search terms, including semantic synonyms, search protocols, and post-search error sampling. Any production shall then be provided referencing such agreed protocols in lieu of individual discovery request responses.

Last Updated: December 27, 2011