FOURTHIRDS TOTAL-SELLING TERMS AND CONDITIONS

The following terms apply to your use of FourThirds’ on-line Total-Selling (“Total-Selling”) product which you are ordering. Please read these Terms and Conditions carefully before purchasing any Total-Selling product. By ordering a Total-Selling product you acknowledge that you have read these Terms and Conditions, understand them and agree to be bound by them. If you do not agree with any of these Terms and Conditions you should discontinue and not purchase the Total-Selling product.

Authorized Users. Access and use of the Total-Selling product(s) is limited to the number of separate users for which you purchased a license. If you want someone else to access and use a Total-Selling product you will need to purchase another license of the Total-Selling product.

Use of Total-Selling Product. Subject to the payment of the applicable fee and compliance with these Terms and Conditions, FourThirds hereby grants you a nonexclusive, limited, nontransferable and revocable license to use the Total-Selling product(s) which you ordered for internal purposes. You agree to use the Total-Selling products only for lawful purposes and in a way that does not infringe the rights of, restrict or inhibit anyone else’s use and enjoyment of the Total-Selling products.

Exclusions. You may not translate, copy, reproduce, display, publish, create derivative works of, assign, sell, lease, rent, license, sub-license or grant a security interest in all or any portion of a Total-Selling product ordered by you. You may not utilize a Total-Selling product to develop or attempt to develop any product similar to a Total-Selling product for your employees or any other third party. You may not use a Total-Selling product on any part of it for commercial purposes.

Term. Your access to the Total-Selling products ordered by you is limited to one (1) year from the date of ordering. Access will be terminated at the end of the term. If you want to renew the term, you will need to reorder the Total-Selling product, pay the applicable fee and again agree to abide by the then current Terms and Conditions.

Content Changes. FourThirds reserves the right to change the content used with any Total-Selling product at any time.

Ownership. FourThirds shall solely own all right, title and interest in and to the Total-Selling products. All copyright, trademarks, design rights, patents and other intellectual property rights (registered or unregistered) in and on the Total-Selling product shall remain vested in FourThirds.

Availability. FourThirds cannot guarantee that you will be able to access the Total-Selling product any time or that access will be fault-free. Furthermore, your access to a Total-Selling product may be occasionally restricted to allow for repairs, maintenance or the introduction of new material or services. FourThirds will attempt to restore availability as soon as it reasonably can.

Disclaimer of Warranties. While FourThirds aims to offer you useful and valuable material and information, FourThirds makes no promise that it will meet your requirements. FourThirds makes no warranties, whether express, implied or statutory regarding or relating to the Total-Selling products, or any other materials or services furnished or provided to you by FourThirds. THE TOTAL-SELLING PRODUCTS ARE PROVIDED ON AN AS-IS BASIS. FOURTHIRDS HEREBY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANT-ABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT WITH RESPECT TO THE TOTAL-SELLING PRODUCT AND ITS USE. FOURTHIRDS DOES NOT REPRESENT NOR WARRANT THAT THE TOTAL-SELLING PRODUCT OR ANY OTHER MATERIALS OR SERVICES FURNISHED OR PROVIDED TO YOU BY FOURTHIRDS WILL BE ERROR-FREE, OR WILL BE ACCESSIBLE AT ANY AND ALL TIMES. FOURTHIRDS DOES NOT MAKE ANY REPRESENTATION OR GUARANTEE THAT THE ACCESS TO THE TOTAL-SELLING PRODUCTS WILL BE COMPATIBLE WITH OR OPERATE WITH YOUR SOFTWARE OR HARDWARE. YOU MAY NEED TO INSTALL A STANDARD BROWSER PLUGIN INCLUDING BUT NOT LIMITED TO ADOBE FLASH.

Limitation of Liability. IN NO EVENT WILL FOURTHIRDS BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING OR USE OF THE TOTAL-SELLING PRODUCT OR ANY OTHER MATERIALS OR SERVICES PROVIDED HERE-UNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORTUOUS CONDUCT, INCLUDING NEGLIGENCE, OR OTHERWISE, EVEN IF FOURTHIRDS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FOURTHIRDS MAXIMUM AGGREGATE LIABILITY UNDER THESE TERMS AND CONDITIONS FOR DAMAGES WILL NOT, IN ANY EVENT, EXCEED THE FEES PAID BY YOU TO FOURTHIRDS FOR THE TOTAL-SELLING PRODUCT.

Governing Law. These Terms and Conditions shall be interpreted and enforced in all respects by the laws of the State of California, excluding those provisions related to conflicts of law that may direct the application of any law other than that of California. THE PARTIES HEREBY CONSENT TO THE EXCLUSIVE JURISDICTION OF THE STATE COURTS LOCATED IN CONTRA COSTA COUNTY, CALIFORNIA OR THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF CALIFORNIA AND ANY COURTS OF APPEAL THEREFROM, AND WAIVES ANY OBJECTION ON THE GROUNDS OF LACK OF JURISDICTION (FORUM NON CONVENIENS OR OTHERWISE) TO THE EXERCISE OF SUCH JURISDICTION OVER IT BY ANY SUCH COURTS FOR RESOLUTION OF ANY DISPUTES ARISING OUT OF OR RELATED TO THIS AGREEMENT.

Amendments. FourThirds reserves the right to make changes to these Terms and Conditions from time to time and so you should check these Terms and Conditions regularly. Your continued access and use of a Total-Selling product will be deemed acceptance of the updates or amended Terms and Conditions. If you do not agree to the changes, you should cease using the Total-Selling product.