User Agreement

Your Agreement to Conditions of Use - Please read before accessing this web Site

Welcome to the Collaborative Product Evaluation Site for Ideas International, Inc. The services of this Site are made available under the Terms of Use of Qualirate, LLC. This document sets forth the Terms of Use and User Agreement for your use of the Site and any goods or services you obtain through the Site.

This Site contains information about Qualirate, LLC and Qualirate online evaluation services for businesses seeking to use the power of the Internet to gauge consumer preferences on commercial products and services.

By accessing, copying, or using any information contained at this Site or by purchasing any merchandise, you agree to be legally bound by this User Agreement and our Privacy Policy. We may amend this Agreement at any time by posting the amended terms on the Site. All amended terms shall automatically be effective immediately after they are initially posted on the Site. In our sole discretion, we may suspend or terminate your access or and your account if we suspect that you have violated this Agreement or otherwise to protect Site Owner's interests. We may change this User Agreement by posting a new text. New features of the Site will be governed by this User Agreement as amended from time to time. If you object, your sole remedy is to immediately discontinue your access to the Site. Your obligations under this User Agreement survive termination by us. We may terminate your access for any reason or no reason, or for your breach this Agreement, except by separate manuscript agreement signed by the parties.

"We(or "us") or the "Site Owner" shall mean Qualirate, LLC ("we"), its shareholders, subsidiaries, successors, licensors, suppliers, distributors and affiliates, and their employees, managers, directors, shareholders, partners, principals, agents, representatives, and any third-party suppliers of merchandise and services furnished by or through this Site. Certain content may be owned by Site Owner's affiliates and others.

"Contributor" means any individual who can form legally binding contracts under applicable law and who, by registering on this Site, has requested active engagement with the Site. Where a subweb permits, a Contributor may post content under a registration process unique to that subweb.

Attention: Businesses. If you are registering as a business entity, you represent that you have the authority to bind the entity to this Agreement.

Attention: Contributors under Age 18 and Contributors under Age 13. We do not offer any merchandise or services to children (persons under the age of 18) or to temporarily or indefinitely suspended Contributors. If you are a under the age of 18, you can access the evaluation services portions of this Site only in conjunction with, and under the supervision of your parents or guardians. If you do not qualify, please do not use the Qualirate Store or evaluation services portions of this Site. Contributor benefits are available only to, and may only be used by persons who have validly registered as Contributors. If you are under age 13, you must not disclose your personal information without the consent of your parent who is named at the time.

"Your Information" is defined below to include "Your Personal Information" and "Your Publishable Information."

1. Your Information and Your Activities on the Site

Your Information (including Your Personal Information and Your Publishable Information)/p>

Qualirate, LLC is collecting Your Information that you submit to the website. We use it to develop and/or provide services, including without limitation analyzing consumer preferences, developing refining the structure of the Site, conducting market research, developing product strategy and business consulting services and promoting goods and services of ourselves and others (collectively, the Service or Services). The Site contains certain Services that are accessible to you subject to this User Agreement.

"Your Information" means any information or content that you provide to us or other users in the registration or Contributor submission process, in any public message area (including the Evaluation Subweb area) or through any e-mail feature.

  • "Your Personal Information" is Your Information that is personal and not expressly authorized by you for publication.
  • "Your Publishable Information" is Your Information that you submit with the intention of having it published in whole or in part on the Site and includes your contributions of content to our Evaluation Subweb newsletters and other postings to the Site. If we publish any of Your Publishable Information, we act as a passive conduit.

You are solely responsible for the accuracy, content, and suitability of Your Information. While we may use techniques to verify the accuracy of the information our users provide us when they register on the Site, we are not obligated to do so. You have a right to access Your Information and to request rectification of any such data that is inaccurate.

Evaluation Subweb Postings

We are not responsible for any postings by you or any third parties on the Evaluation Subweb section. We do not endorse any such postings. We reserve the right to remove any such posting in our sole discretion. We do not undertake any obligation to monitor such postings for their appropriateness. If you believe that your rights have been impaired by any such posting, you will notify us and we will participate in resolution of the matter on an amicable basis for a reasonable time whilst this matter is resolved. If you post anything on the Site, you grant us the right to republish it and you also warrant that it is lawful and not defamatory.

You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, goods, products, services, intellectual property rights or other materials ("Posted Content") are the sole responsibility of the person from whom such Posted Content originated. You (and not us) are entirely responsible for all Posted Content that you upload, post, transmit or otherwise make available to others via the Site, or that you download, access or use via the Site. We do not control the Posted Content (except where it is stated that the Posted Content is our copyrighted work). We do not guarantee the accuracy, integrity or quality of any Posted Content. We are not liable for nay errors or omissions in Posted Content that is not listed as our copyrighted work, and even then we may copyright a page to retain our rights in portions that belong to us. You are solely responsible for relying on or using any Posted Content.

Although Qualirate does not claim ownership of Posted Content that its users post, by posting Content to any public area of the Site, you automatically grant, and you represent and warrant that you have the right to grant, to Qualirate an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, and distribute said Content and to prepare derivative works of, or incorporate into other works, said Posted Content, and to grant and authorize sublicenses (through multiple tiers) of the foregoing. Furthermore, by posting Content to any public area of the Service, you automatically grant Qualirate all rights necessary to prohibit any subsequent aggregation, display, copying, duplication, reproduction, or exploitation of the Posted Content on the Service by any party for any purpose.

You also agree that we may preserve Posted Content and disclose it if required to do so by law or in good faith believe that preservation or disclosure is reasonably necessary to comply with legal process, enforce this agreement, respond to claims that the Posted Content violates the rights of third parties, or to protect the rights of Qualirate, LLC, its users, licensees and /or the public. Copyrighted content of our licensees may be identified by reference to the logo on the pages of Posted Content provided by them to us for posting on the Site.

Registration; Your License to Us

Your registration is governed by this Site's Privacy Policy. By registering, you agree to grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright, publicity, and database rights you have in Your Information, in any media now known or not currently known, with respect to Your Information. We may use your Personal Information and your content contributions for our own administrative purposes and may disclose it to our licensees who have enrolled with us for online evaluation services to which you may contribute any content or personal information. Site Owner will only use Your Information in accordance with our Privacy Policy. You agree to allow us to send you service announcements, administrative messages and our newsletter, which are considered part of your registration process and privilege for your access. We may terminate your account for any reason or no reason if you have not paid us to use any online services.

Your Permitted Activities; License to Copy Information from Site

You are granted a limited, revocable, non-exclusive license to access the Site for your own personal use of the Site services, provided you comply with the following terms and conditions.

  • You may use the materials for informational, non-commercial purposes only.
  • You may not alter or modify the Content or materials in any way.
  • You may not use any graphics separate from any accompanying text.
  • You may not use the materials in any way that may be adverse to the rights, reputation or interests of Qualirate, LLC or the Site Owner.
  • All copies of materials that you download or copy from this Site must include a copy of this Legal Notice. Copies of Press and Media information must include a copyright notice " 2006-2007 and TM Qualirate, LLC. All rights reserved."
  • You may not use the Site to violate any law, rule or regulation, including without limitation any law relating to the sale of securities or the violation of any lawful right of a third party.
  • You may not use the Site to stalk or harass any person.
  • You may not upload Posted Content more than once, and you will not use any automation to upload any content or to spam the Site.

This license does not include any collection, aggregation, copying, duplication, display or derivative use of the Service nor any use of data mining, robots, spiders, or similar data gathering and extraction tools for any purpose unless expressly permitted by Qualirate. A limited exception is provided to general purpose internet search engines and non-commercial public archives that use such tools to gather information for the sole purpose of displaying hyperlinks to the Service, provided they each do so from a stable IP address or range of IP addresses using an easily identifiable agent. You may create a hyperlink to the Home Page so long as you do not portray Qualirate or any person associated with Qualirate or the Service in a negative, false, misleading, derogatory or otherwise offensive manner. "General purpose internet search engine" does not include a website or search engine or other service that specializes in classified listings or in any subset of classifieds listings such as jobs, housing, for sale, services, or personals, or which is in the business of providing classified ad listing services.

You will use the Service and any content, material, or information found on the Service solely for lawful purposes. You shall not upload to, distribute to, or otherwise disseminate through the Service any material or information of any kind that is libelous, defamatory, obscene, pornographic, abusive, or otherwise violates any law or infringes or violates any rights of any other person or entity, or contains a solicitation of funds, advertising, or a solicitation for goods or services.

You warrant that any material or information that you make available through the Service, including, for example, any exam questions, documents, remediation or related content, is solely your original work, or that you have all necessary rights to make the material or information of any other person or entity available on the Service. You will be solely responsible for the content of any material or information that you make available through the Service. You will also be liable for any damage resulting from your making any material or information available through the Service.

Qualirate has no obligation to, and does not and cannot, review every item of material or information that you and users other than yourself make available through the Service, and Qualirate is not responsible for any content of this material or information. However, Qualirate reserves the right to delete, move, or edit any material or information that it deems, in its sole discretion, unacceptable, libelous, defamatory, obscene, pornographic, abusive, or otherwise in violation of any law or that infringes or violates any rights of any other person or entity. Further, Qualirate reserves the right at all times to disclose any material or information as necessary to satisfy any law, regulation, or governmental request.

Failure to comply with these terms and conditions will terminate the license and constitute infringement and could lead to statutory damages and penalties.

Restrictions on Your Activities

Your Information (or any items listed) and your activities on the Site, including the publication on the Site of any of Your Information, shall not:

(a) be false, inaccurate, fraudulent or misleading;
(b) infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
(c) violate any law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising);
(d) be defamatory, trade libelous, unlawfully threatening or unlawfully harassing;
(e) be obscene or contain child pornography
(f) contain any viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information;
(g) create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers; and
(i) link directly or indirectly to any information or activity that is prohibited under this Agreement.

Additionally, you agree that you will not:

(i) take any action that imposes, or may impose in our sole discretion an unreasonable or disproportionately large load on our infrastructure, or that otherwise may adversely affect the ability of users to use the Services or access the Site;
(ii) copy, reproduce, modify, create derivative works from, distribute or publicly display any content (except for Your Information) from the Site without the prior expressed written permission of Site Owner and the appropriate third party, as applicable;
(iii) interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; or
(iv) bypass our technological measures that we may use to prevent or restrict access to the Site or protect the infrastructure of the Site; or
(v) access the Site through interfaces that are not provided by Us for this purpose; or
(vi) send unsolicited e-mail advertisements to e-mail addresses of Qualirate or through our computers, which may be a civil and criminal violation of law in New York and any other location where we have our servers.

Content

You understand that all postings, messages, text, files, images, photos, video, sounds, or other materials ("Content") posted on, transmitted through, or linked from the Service, are the sole responsibility of the person from whom such Content originated. More specifically, you are entirely responsible for all Content that you post, email or otherwise make available via the Service. You understand that Qualirate does not control, and is not responsible for Content made available through the Service, and that by using the Service, you may be exposed to Content that is offensive, indecent, inaccurate, misleading, or otherwise objectionable. Furthermore, the Qualirate site and Content available through the Service may contain links to other websites, which are completely independent of Qualirate.

Privacy and Information Disclosure

Qualirate has established a Privacy Policy to explain to users how their information is collected and used, located at http://ideasint.eval.com/privacy.cgi. Your use of the Qualirate website or the Service signifies acknowledgement of and agreement to our Privacy Policy. You further acknowledge and agree that Qualirate may, in its sole discretion, preserve or disclose your Content, as well as your information, such as email addresses, IP addresses, timestamps, and other user information, if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: comply with legal process; enforce these Terms; respond to claims that any Content violates the rights of third-parties; respond to claims that contact information (e.g. phone number, street address) of a third-party has been posted or transmitted without their consent or as a form of harassment; protect the rights, property, or personal safety of Qualirate, its users or the general public.

2. Dealings with Others

Links to Other Sites

This Site may contain links to other web sites operated by third parties. You acknowledge that Site Owner does not endorse a linked Site, is not necessarily affiliated and is not responsible for any content that appears on the linked Site. Even if an affiliation exists between our Website and a third party website, we exercise no control over linked sites. Each of these linked sites maintains its own independent privacy and data collection practices and procedures. We make no representation or warranty as to the accuracy, completeness or authenticity of the information contained in any linked Site. Your linking to any other webites is at your own risk. You agree that you must evaluate, and bear all risks associated with, the use of any Content, that you may not rely on said Content, and that under no circumstances will Qualirate be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise made available via the Service. You acknowledge that Qualirate does not pre-screen or approve all Content, but that Qualirate shall have the right (but not the obligation) in its sole discretion to refuse, delete or move any Content that is available via the Qualirate Service, for violating the letter or spirit of these terms or for any other reason.

Your Dealings with Others

Your interactions with organizations and/or individuals found on or through the Service, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You agree that Qualirate shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. If there is a dispute between participants on this site, or between users and any third party, you understand and agree that Qualirate is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release Qualirate, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and / or our service. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."

3. Intellectual Property

Copyright Infringement Claims

The U.S. Digital Millennium Copyright Act of 1998 ("DMCA") provides recourse for U.S. copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright for details. Notices and counter-notices with respect to the Site should be sent to Qualirate, LLC, 13 Lynwood Road, Scarsdale, New York 10583, Att: President. Please provide our President (or our Agent) with the following Notice:

  1. Identify the copyrighted work or other intellectual property that you claim has been infringed;
  2. Identify the material on the Qualirate site that you claim is infringing, with enough detail so that we may locate it on the website;
  3. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
  4. A statement by you declaring under penalty of perjury that (a) the above information in your Notice is accurate, and (b) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner;
  5. Your address, telephone number, and email address; and
  6. Your physical or electronic signature.

We suggest that you consult your legal advisor before filing a notice or counter-notice, particularly since there can be penalties for false claims under the DMCA. If you believe that the DMCA does not apply to you, please contact us to explain your position. We recommend that any non-U.S. copyright owners adopt the same notification procedure.

Other Intellectual Property Rights

Qualirate, the stylized Qualirate logo, specific device designations and all other words that are identified as trademarks and/or service marks are the trademarks and service marks of Site Owner and any other respective owner. Your unauthorized misuse of any content on this Site may be illegal.

The Service is protected to the maximum extent permitted by copyright laws and international treaties. Content displayed on or through the Service is protected by copyright as a collective work and/or compilation, pursuant to copyrights laws, and international conventions. Any reproduction, modification, creation of derivative works from or redistribution of the site or the collective work, and/or copying or reproducing the sites or any portion thereof to any other server or location for further reproduction or redistribution is prohibited without the express written consent of Qualirate. You further agree not to reproduce, duplicate or copy Content from the Service without the express written consent of Qualirate, and agree to abide by any and all copyright notices displayed on the Service. You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in the Service. Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any aspect of the Service.

Nothing contained in this Legal Notice shall be construed as conferring by implication, estoppel, or any other legal theory, a license or right to any patent, trademark, copyright, or other intellectual property right, except those expressly provided herein. The merchandise described at this Site may be the subject of other intellectual property rights owned by Site Owner or by third parties, and no licenses are granted therein.

4. Compliance; Remedies

Without limitation, we may limit your activity, immediately remove your content, warn our community of your actions, issue a warning, temporarily suspend, indefinitely suspend or terminate your membership and refuse to provide any access or services to you. Typically we might do so if: (a) you breach this Agreement or the documents it incorporates by reference; (b) we are unable to verify or authenticate any information that you provide to us; or (c) we believe that your actions may cause financial loss or legal liability for you, our users or us.

You understand and agree that, because damages are often difficult to quantify, if it becomes necessary for Qualirate to pursue legal action to enforce these Terms, you will be liable to pay Qualirate the following amounts as liquidated damages, which you accept as reasonable estimates of Qualirates' damages for the specified breaches of these Terms:

a. If you post a message that (1) impersonates any person or entity; (2) falsely states or otherwise misrepresents your affiliation with a person or entity; or (3) that includes personal or identifying information about another person without that person's explicit consent, you agree to pay Qualirate one thousand dollars ($1,000) for each such message. This provision does not apply to messages that are lawful non-deceptive parodies of public figures.
b. If Qualirate establishes limits on the frequency with which you may access the Service, or terminates your access to or use of the Service, you agree to pay Qualirate one hundred dollars ($100) for each message posted in excess of such limits or for each day on which you access Qualirate in excess of such limits, whichever is higher.
c. If you send unsolicited email advertisements to Qualirate email addresses or through Qualirate computer systems, you agree to pay Qualirate twenty five dollars ($25) for each such email.
d. If you post messages in violation of these Terms of Use, other than as described above, you agree to pay Qualirate one hundred dollars ($100) for each such message. In its sole discretion, Qualirate may elect to issue a warning before assessing damages.
e. If you aggregate, display, copy, duplicate, reproduce, or otherwise exploit for any purpose any Content (except for your own Content) in violation of these Terms without Qualirate's express written permission, you agree to pay Qualirate three thousand dollars ($3,000) for each day on which you engage in such conduct.

5. Disclaimers

NO WARRANTIES:

THIS WEBSITE, THE DOCUMENTATION AND ANY GOODS OR SERVICES PROVIDED MENTOINED OR ADVERTISED AT THIS SITE ARE "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY, NONINFRINGE-MENT OF INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS, ABSENCE OF ANOMALIES OR FITNESS FOR ANY PARTICULAR PURPOSE. QUALIRATE DISCLAIMS, TO THE FULLESTE EXTENT PERMITTED, ANY WARRANTY OF SECURITY, RELIABILITY,TIMELINESS, ACCURACY OR SERVICE. IN NO EVENT SHALL QUALIRATE OR ITS PARENT(S), SHAREHOLDERS, SUBSIDIARIES, RELATED COMPANIES, AFFILIATES, ASSIGNEES, SUCCESSORS-IN-INTEREST, EMPLOYEES, AGENTS, DISTRIBUTORS, THIRD PARTY CONTENT PROVIDERS, PARTNERS, CUSTOMERS, SUPPLIERS, LICENSEES, LICENSORS, OR SPONSORS OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND INDEPENDENT CONTRACTORS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, OR LOSS OF INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE DOCUMENTATION PROVIDED ON THIS SITE, EVEN IF SITE OWNER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ALL USERS AND LICENSEES ARE SOLELY RESPONSIBLE FOR BACKING UP AND STORING THEIR OWN DATA. Because some jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages, some of these limitations may not apply to you.

LIMITATIONS ON SERVICE

You agree that Qualirate has no responsibility or liability for the deletion or failure to store any Content maintained or transmitted by the Service. You acknowledge that Qualirate reserves the right at any time to modify or discontinue the Service (or any part thereof) with or without notice, and that Qualirate shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

6. Liability Limit

IN NO EVENT SHALL SITE OWNER BE LIABLE FOR LOST PROFITS OR LOST DATA OR ANY SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR SITE, OUR SERVICES OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE). LIABILITY OF SITE OWNER TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF MONEY THAT YOU PAY TO US IN THE ONE MONTH PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $25. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. QUALIRATE LLC DOES NOT WARRANT THAT THE SITE OR ANY SERVICE OFFERED OR PROVIDED BY THE OR THROUGH THE SITE WILL MEET YOUR SPECIFIC REQUIRMENTS OR WILL OPERATE IN A TIMELY, UNINTERRUPTED, SECURE OR ERROR-FREE MANNER, OR THAT ANY INFORMATION, GOODS OR SERVICES OBTAINED BY YOU THROUGH THE SITE WILL BE ACCURATE OR WILL BE CORRECTED. There are no implied or express warranties.

7. Indemnity

You agree to indemnify and hold Site Owner harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party, or your Posted Content, or your use of the Site, your violation of this Agreement, or your violation of the rights of another.

8. Legal Compliance

You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of the Site.

9. No Agency

You and Site Owner are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

10. Notices

Except as explicitly stated otherwise, any notices shall be given by postal mail to Qualirate, LLC, 13 Lynwood Road, Scarsdale, New York 10583, Att: President (in the case of Site Owner) or to the email address you provide to Site Owner during the registration process (in your case). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to Site Owner during the registration process, or by e-mail to such e-mail address. In such case, notice shall be deemed given 3 days after the date of mailing.

11. Your Satisfaction; Disputes

Customer Satisfaction

The customer satisfaction of Qualirate, LLC is important to us. If you want to suggest any improvements to this Site, any services or other new ideas, please contact us.

Amicable Resolution of Disputes

In the event a dispute arises between you and Site Owner, our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, you and Site Owner agree that any claim or controversy at law or equity that arises out of this Agreement or our services ("Claims") shall be resolved in accordance with one of the subsections below or as otherwise mutually agreed upon in writing by the parties. Before resorting to these alternatives, we strongly encourage you to first contact us directly to seek a resolution and we will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation, as an alternative to litigation.

Binding Arbitration of Disputes

Any dispute arising our of or in connection with this Agreement, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration under the Rules of the Arbitration of the American Arbitration Association, which Rules are deemed to be incorporated by reference into this clause. The number of arbitrators shall be one. The seat, or legal place, of arbitration shall be in the city of White Plains, New York. The language to be used in the arbitration shall be English. The governing law of the contract shall be the substantive law of New York State, excluding choice of law rules and excluding application of the UN Convention on the International Sale of Goods. The arbitrator(s) shall have at least 15 years experience in information technology law. For any Claim (excluding Claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, you or Site Owner may elect to resolve the dispute through binding arbitration conducted by telephone, on-line and/or based solely upon written submissions where no in-person appearance is required.

Any judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Should either party file an action contrary to this Section, the other party shall be entitled, as part of the damages, to recover attorneys' fees and costs, provided that the party seeking the award has notified the other party in writing of the improperly filed Claim and the other party has failed to withdraw the Claim.

12. General

This Agreement shall be governed in all respects by the laws of New York as such laws are applied to agreements entered into and to be performed entirely within New York. We do not guarantee continuous, uninterrupted or secure access to our Site, and operation of the Site may be interfered with by numerous factors outside of our control. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and replaced by an enforceable provision that most closely represents the bargain of the stricken language, and the remaining provisions shall be enforced. You agree that this Agreement and all incorporated agreements may be automatically assigned by Site Owner in our sole discretion, Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof. The sections with respect to payment for merchandise or services purchased, your license to us, your restricted activities, Liability Limit, Indemnity, Legal Compliance and Resolution of Disputes shall survive any termination or expiration of this Agreement. You agree that, regardless of any law or regulation to the contrary, any claim or cause of action arising out of or related to the Site, or any use thereof or service provided through the Site, or this Agreement, must be filed within one (1) year after the claim or cause of action arose, or be forever barred.

13. Disclosures

Parental Controls

Commercially available parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. If you are interested in learning more about these protections, information is available at http://www.safetysurf.com/ or other analogous Sites providing information on such protections. The preceding link is provided for information purposes only, and is not intended as an endorsement of SafetySurf.com's Internet Site, services, or policies. Site Owner is not affiliated with SafetySurf.com.

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All rights reserved.