PDP Group

TERMS OF USE

PDP Group, Inc. ("PDP") operates this web-site (aka "Site") to provide online access to services that we provide (the "Service"). By accessing and using this Site, you accept and agree to be legally bound by the terms and conditions set forth herein ("Terms of Use"). Additional terms and conditions applicable to specific areas of this Site or to particular content or transactions on this Site and, together with these Terms of Use, govern your use of those areas, content or transactions. The Terms of Use may be amended or supplemented from time to time (as further described below), and you agree to all operating rules and/or policies of PDP and the Services that may be published by PDP on this Site. All Terms of Use, rules and policies, including, without limitation, (Legal Notices) are incorporated into this Agreement.

This agreement constitutes the entire agreement between the user and PDP with respect to the use of this Site, and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and PDP. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT ACCESS THE SITE OR USE ANY OF THE SERVICES.

ELIGIBLE USERS

The Services are intended for use only by individuals and legal entities (such as small businesses, cooperatives, associations and membership organizations), based in the United States, that can enter into legally binding contracts under applicable law. If you do not satisfy the foregoing, you may not use any of the Services. By using any of the Services, you expressly represent that you have the capacity under applicable law to enter into a legally binding contract. You and PDP are independent contractors, and no agency, partnership, joint venture, or employee-employer/franchiser-franchisee relationship is intended, implied, or created by this Agreement.

PDP RESERVES THE RIGHT TO REVISE THIS AGREEMENT

PDP reserves the right, at any time and from time to time, to update, revise, supplement and to otherwise modify this Agreement and to impose new or additional rules, policies, terms or conditions on your use of the Services. Such updates, revisions, supplements, modifications and additional rules, polices, terms and conditions (collectively referred to in this Agreement as "Additional Terms") shall be effective immediately and incorporated into this Agreement upon notice thereof, which may be given by any reasonable means including by posting to this Site. Your continued use of the Services following such notice shall be deemed to conclusively indicate your acceptance of any and all such Additional Terms.

PDP MAY REVISE OF TERMINATE ANY PART OF THE SERVICES AT ANY TIME

PDP reserves the right, at any time and from time to time, to modify or discontinue, temporarily or permanently, any or all of the Services, with or without notice and at its sole discretion. You agree that PDP, its partners, nor affiliates shall be liable to you for any modification, suspension or discontinuance of any Services. PDP may, in its sole discretion, refuse or restrict anyone from access to any or all of the Services at any time.

INDIVIDUAL USE

You agree that you are only authorized to visit, view and to retain a single copy of pages of this Site solely for your own individual use, and that you shall not duplicate, download, publish, modify or otherwise distribute any material on this Site for any purpose other than for your own individual use unless otherwise specifically authorized by PDP. We post legal notices and various credits on pages of this Site which may not be removed even in your permitted copy.

DEEP LINKS

You shall not "deep-link" to this Site, meaning that you will not create, post, display, publish or distribute any link to any page other than the front (home) page of this Site for any purpose, unless specifically authorized by PDP to do so.

FRAMING AND IN-LINING

You shall not frame or in-line (framing without a border around the framed content) this Site, meaning that you will not display the contents of this Site on another web page without PDP's express permission.

SECURITY

You shall not violate or attempt to violate the security of the Services. Accordingly, you shall not: (i) access data or materials not intended for you; (ii) log into a server or account which you are not authorized to access; or (iii) attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization. Violations of system or network security may result in civil or criminal liability. You agree that it is your responsibility to install anti-virus software and related protections against viruses, Trojan horses, worms, time bombs, cancel-bots or other computer programming routines or engines that are intended to damage, destroy, disrupt or otherwise impair a computer's functionality or operation which may be transferred to your computer via the Services.

INTELLECTUAL PROPERTY

This Site, including, without limitation, all content and software related to the Site and the Services is the property of PDP or its content suppliers and protected by United States and international copyright laws. The compilation of all content on this Site is the exclusive property of PDP and protected by United States and international copyright laws. The PDP logo, and all other trademarks, service marks, and trade names of PDP appearing on this Site are owned by PDP ("Trademarks"). You may not use the Trademarks without the prior written consent of PDP and Trademarks may not be used in a manner that is likely to cause confusion, or in any manner that disparages or discredits PDP. All other trademarks, product or service names, brand names, company names and/or logos that may appear on this Site are the property of their respective owners.

NO UNLAWFUL OR PROHIBITED USE

As a condition of your use of this Site, you warrant to PDP that you will not use this Site for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party's use and enjoyment of the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through use of the Site.

END-USER CONDUCT

This Site may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, "Communication Services"), you agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using this web-Site to the following:

• Not to disrupt or interfere with the security of, or otherwise abuse, this Site, or any services, system resources, accounts, servers or networks connected to or accessible through this Site or affiliated or linked Sites;
• Not to disrupt or interfere with any other user's use of this Site or affiliated or linked Sites;
• Not to use or attempt to use another's account or information without express written authorization from PDP, or create or use a false identity on this Site;
• Not to transmit through or on this Site spam, chain letters, junk mail or any other type of unsolicited mass email to people or entities who have not agreed to be part of such mailings;
• Not to attempt to obtain unauthorized access to this Site or portions of this Site which are restricted from general access.
• Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
• Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information.
• Upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents.
• Upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer.
• Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages.
• Conduct or forward surveys, contests, pyramid schemes or chain letters.
• Download any file posted by another user of this web-Site that you know, or reasonably should know, cannot be legally distributed in such manner.
• Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
• Harvest or otherwise collect information about others, including e-mail addresses, without their consent.
• Violate any applicable laws or regulations.

PDP has no obligation to monitor the Communication Services. However, PDP, Inc. reserves the right to review materials posted to this web Site and to remove any materials in its sole discretion. PDP reserves the right to terminate your access to any or all parts of this web-Site at any time without notice for any reason whatsoever.

PDP reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in PDP's sole discretion.

Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. PDP does not control or endorse the content, messages or information found in any Communication Service and, therefore, PDP specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized PDP spokespersons, and their views do not necessarily reflect those of PDP.

Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you download the materials.

ACCURATE INFORMATION

If this Site requires that you register to access and use some areas of this Site and the Services, you agree to provide PDP current, complete, true and accurate information as required to complete the registration form and to maintain and update this information as required to keep it current, complete, and accurate. You agree not to use a false or misleading name or a name that you are not authorized to use. If PDP suspects that such information is untrue, inaccurate, not current or incomplete, PDP may suspend or terminate your account, refuse you access to this Site or the Services, and pursue any appropriate legal remedies.

LOGIN ID AND ACCOUNT PASSWORD(S)

If applicable, you will be able to access certain portions of this Site as a registered user of the Services. As a registered user of the Services, you will receive or establish one password and account. Maintaining the confidentiality and security of your password and account is solely your responsibility. You are entirely responsible for all activities that occur on or through your account(s). You agree that PDP will not be responsible for any losses incurred in connection with any misuse of passwords.

SUBMISSIONS

We use the e-mail address and other information you submit to us through the "Contact Us" page and other pages we may add from time to time, to respond to your inquiries or requests for information regarding our products and services. Messages transmitted via email may not be secure and may be intercepted by third parties. Please consider this before emailing any confidential information. Our use of any information you submit to us in order to use the Services is subject to the terms and conditions of our Privacy Policy. Nonetheless, PDP reserves the right at all times to disclose any information as necessary to satisfy any law, regulation or governmental request or avoid liability. Any information you post or provide to us as part of any registration or application or to gain access to or use any of Services, whether publicly posted or privately transmitted, is your sole responsibility. PDP will not pre-screen or review the content of such information, but reserves the right to refuse or delete any content that does not fulfill the purpose of this Agreement, violates this Agreement or is otherwise illegal. PDP shall have no liability whatsoever for the results of your submissions to this Site or by means of the Services.

THIRD PARTY LINKS

As a means for making this Site more accommodating of your needs, this Site may contain links to third party Sites which provide information and/or services that we think might be useful to you. When you follow links to any third party web Site, your use of such web Site will be subject to the terms and conditions posted on that web Site. PDP takes no responsibility and assumes no liability for any content posted by any third party or any third party web Site. The inclusion of any link does not imply an endorsement of that web Site by PDP.

WARRANTY DISCLAIMER

YOU ACCESS AND USE THE SERVICES AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, TITLE, ACCURACY OF INFORMATIONAL CONTENT, OR SYSTEM INTEGRATION. PDP DOES NOT WARRANT THAT THE SITE AND ANY SERVICES WILL BE AVAILABLE OR OPERATE IN AN UNINTERRUPTED OR ERROR-FREE MANNER OR THAT ERRORS OR DEFECTS WILL BE CORRECTED. IN ADDITION, PDP DOES NOT WARRANT THAT INFORMATION AVAILABLE ON OR THROUGH THE SITE ARE APPROPRIATE, ACCURATE OR AVAILABLE FOR USE IN ANY PARTICULAR JURISDICTION, AND ACCESSING THEM FROM JURISDICTIONS WHERE THEIR CONTENTS ARE ILLEGAL IS EXPRESSLY PROHIBITED. Some jurisdictions do not allow exclusion of implied warranties, so the above exclusions may not apply to you.

TERMINATION/ACCESS RESTRICTION

PDP reserves the right, in its sole discretion, to terminate your access to this Site and the related services or any portion thereof at any time, without notice.

LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT PDP SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT OR THE USE OF ANY OR ALL OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF PDP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). TO THE EXTENT THE FOREGOING LIMITATION OF LIABILITY IS, IN WHOLE OR IN PART, HELD TO BE INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF PDP FOR ANY REASON AND UPON ANY CAUSE OF ACTION (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, STRICT LIABILITY AND OTHER ACTIONS IN CONTRACT OR TORT) ARISING OUT OF OR IN ANY WAY RELATED TO THE SITE, THE SERVICES OR THIS AGREEMENT SHALL BE LIMITED TO YOUR DIRECT DAMAGES ACTUALLY INCURRED UP TO TWO HUNDRED FIFTY DOLLARS ($250). BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE A COMPANY DOING BUSINESS IN CALIFORNIA, USER HEREBY WAIVES CALIFORNIA CIVIL CODE §1542.

INDEMNIFICATION

You agree to indemnify and hold PDP harmless, and, at PDP's request, to defend PDP from and against any claim, demand, cause of action, debt, loss or liability, including reasonable attorneys' fees, to the extent that such action is based upon, arises out of, or relates to: (i) your use of (or inability to use) the Services; (ii) your violation of the terms and conditions of this Agreement; (iii) the infringement by you, or any other person using your password and account, of any right of any person or entity; or (iv) any other activities of yours accomplished using the Services. This indemnity shall be in addition to and not limited by any other indemnity.

APPLICABLE LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of Maryland, without regard for principles of conflict of laws. Subject to the dispute resolution terms above, any legal action or proceeding between PDP and you related to this Agreement shall be brought exclusively in a federal or state court of competent jurisdiction sitting in Baltimore, Maryland.

This Site is based in the U.S. and does not adhere to the regulations of any country or jurisdiction other than the U.S. It is intended for U.S. residents ONLY and as such, product names, descriptions and labeling are of U.S. origin. Products may not be available in all countries. Nothing herein shall be construed as a solicitation or promotion of any product or of an indication of any product that is not authorized by applicable laws and regulations. In addition, you agree that you will comply with all applicable local, state, national and international laws and regulations, including but not limited to United States export restrictions, that relate to your use of or activities on this Site.

IF YOU ARE ACCESSING THIS SITE FROM OUTSIDE THE UNITED STATES, AND ARE RESTRICTED UNDER THE LAW OF YOUR JURISDICTION FROM DOING SO, DO NOT ACCESS OR USE THIS SITE. PDP MAKES NO REPRESENTATION THAT THIS SITE IS APPROPRIATE OR AVAILABLE FOR USE OUTSIDE THE UNITED STATES.

DISPUTE RESOLUTION

Except with respect to violations of PDP's intellectual property or proprietary rights, and except with respect to suits brought against PDP by third parties, you acknowledge and agree that any dispute involving PDP shall be settled by arbitration in the State of Maryland in accordance with the Commercial Arbitration Rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. Judgment on the arbitration award may be entered into any court having jurisdiction thereof. You agree that PDP may seek interim or preliminary relief from a court of competent jurisdiction necessary to protect the rights or property of PDP pending the completion of arbitration.

WAIVER

No delay or failure to take action under these Terms of Use and conditions will constitute a waiver by PDP unless expressly waived in writing by a duly authorized officer of PDP.

HEADINGS

The section headings used in this Agreement are for convenience only and have no legal or contractual effect.

SEVERABILITY

If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

COOKIES AND OTHER TECHNOLOGIES

We collect information which is not personally identifiable to the user, such as referring URL addresses, time spent in certain areas of the Site, and origination of the user. This anonymous information is sometimes known as "clickstream data." PDP may use this data to analyze trends and statistics to help us provide better customer service.

Some pages may use cookies or other technologies to better serve you when you return to the Site. Your browser may be set to notify you before you receive a cookie, allowing you to decide whether to accept it. Your browser may also be set to turn off cookies. If you do so, some areas of the Site may not function properly.

When we collect personal data from you in connection with a transaction we may extract some information about that transaction in an anonymous format and combine it with other anonymous data such as clickstream data. This information is used and analyzed only to help us understand trends and patterns. If you do not want your information used in this manner, disable cookies in your browser.

Anonymous information is collected through the use of several technologies including one called "cookies." A cookie is an element of data that a web Site can send to your browser, which may be stored on your system.

BUSINESS RELATIONSHIPS

The web Site may contain links to other web Sites. PDP is not responsible for the privacy practices or the content of linked web Sites.

COPYRIGHT NOTICE

Unless otherwise indicated, the information and material available through this web Site are the property of PDP Group, Inc. and are protected under U.S. and foreign copyright, trademark, and other intellectual property laws. No intellectual property of other rights to the information and materials contained in this web Site are transferred to visitors to this web Site

All contents of this Site are: Copyright 2012 PDP Group, Inc. and/or its customers and/or suppliers. All rights reserved.

NOTICES AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement under United States copyright law should be sent to Service Provider's Designated Agent. ALL INQUIRIES NOT RELEVANT TO THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE.

TRADEMARKS

The names of actual companies and products mentioned herein may be the trademarks of their respective owners. The example companies, organizations, products, people and events depicted herein are fictitious. No association with any real company, organization, product, person, or event is intended or should be inferred.

Any rights not expressly granted herein are reserved.

ENTIRE AGREEMENT

These Terms and Conditions constitute the entire agreement between you and PDP governing your use of this Site. These Terms and Conditions shall not be modified except by PDP as provided herein or through a written document signed by both parties. You agree that any claim arising out of or related to these Terms and Conditions of this Site must be filed within one year after it arose or it will be permanently barred.

All rights not expressly granted herein are reserved to PDP Group, Incorporated.

EFFECTIVE DATE

Revision 2.0 - These Terms of Use are effective as of April 2012.

� 2002-2012 PDP Group, Inc.