JobAlerts Usa Toolbar End-User License Agreement and Site Terms

This End-User License Agreement and Site Terms ("EULA") is a legal agreement between you (an individual or single entity referred to herein as "you" or "End-User") and Leads Media, Inc ("we" or "us") governing your use of the Software Product,Content (as those terms are defined below), this website and the website on which you downloaded our software as well the website located at http://toolbar.jobalertsusa.com or the "Site".

Make the Leads Media, Inc is a United States-based limited liability company organized under the laws of the State of Delaware, and all operations are based in the United States . To the extent permitted by law, this EULA shall be governed generally by the laws of the United States, and specifically by the laws of the State of New York, without regard to New York State's conflict of laws principles. To the extent permitted by law, the parties expressly disclaim the application of the United Nations Convention on Contracts for the International Sale of Goods, any European Union laws, rules and regulations and any state Uniform Computer Information Transactions Act, or similar foreign, federal, provincial or state laws or regulations. Where national and/or international law provides you with the option or requirement to apply the law of your place of residence despite the provisions of this EULA requiring otherwise, nothing in this EULA shall prevent you from applying the law of your place of residence. Nothing in this EULA shall be deemed to affect any statutory or other consumer rights that you may have under local laws that cannot be, or have not been, altered, limited or waived by this EULA.

For purposes of this EULA, the term "Software Product" (as further defined below) means all Leads Media, Inc software applications, files, associated media, printed materials and/or electronic documentation that may be used in connection with the software and/or applications made available at the Site, or via other online venues including, but not limited to, social networking websites ("Social Networking Sites"). If you download the Software Product, you will be: (a) installing a software program on your computer in the form of a toolbar with search functionality installed in your Internet browser ("JobAlertsUsa Toolbar and/or (b) adjusting the settings on your Internet browser and/or computer to: (i) incorporate our search functionality as your default search engine ("JobAlertsUsa Toolbar Setting"); (ii) incorporate our JobAlertsUsa Toolbar search box (identified by the designation, JobAlertsUsa Toolbar or its foreign language equivalent, as appearing in the search box itself) on each new web page that is spawned when you open a new tab using your Internet browser; (iii) disable third-party search settings; (iv) hide third-party toolbars in order to maximize viewable space on your Internet browser window (such third-party toolbars can be re-enabled using your Internet browser's toolbar options menu); and (v) add our search assistant functionality to facilitate searches undertaken with use of the Software Product by providing suggestions for correcting potentially misspelled, erroneous, inadequate or otherwise defective search queries ("JobAlertsUsa Toolbar Assistant").

By selecting the "Click Here" button (or other similar submit button option) on the applicable page of the Site, and then using the Site and/or Content, and/or installing or using the Software Product as applicable, you acknowledge that you have read this EULA, the Leads Media Privacy Policy ("Leads Media Privacy Policy") and agree to be fully bound by their respective terms and conditions, and any subsequent modifications made thereto hereafter. Please be advised that this EULA is entered into between Leads Media and its End-Users and, as such, third parties that have not agreed to be bound by this EULA are not permitted to access the Site, Content, Software Product by and through your computer. However, any and all third party users of your computer that gain access to the Site, Content through your computer are bound by the terms, conditions and restrictions contained within this EULA and the Privacy Policy, and you shall be responsible for any and all acts and omissions of such third parties. If you utilize the Software Product within certain Social Networking Sites, such Social Networking Site(s) may give you the option to allow to access the user information that you have provided to such Social Networking Site(s). Where you have given Leads Media permission, Leads Media may use your name, gender and Social Networking Site user ID, as provided on the applicable Social Networking Site(s) in accordance with the Leads Media Privacy Policy as applicable.

Given the unlimited duration of this EULA and the Privacy Policy, Leads Media may modify this EULA and the Privacy Policy at any time in order to: (i) adapt these agreements to updated versions of the Software Product; (ii) comply with changes to the legal and/or regulatory environment; and/or (iii) achieve reasonable business purposes. Other than as set forth below, such modifications shall be deemed effective thirty (30) days after posting at the Site of the modified EULA, together with the date of the revision and a general notice that the EULA has been modified; provided, however, that any amendment or modification: (A) that is required by applicable law, statute, rule or regulation shall apply immediately upon posting at the Site; and (B) to the arbitration provisions, prohibition on class actions provisions or any other provisions applicable to dispute resolution (collectively, "Dispute Resolution Provisions") shall not apply to any disputes arising prior to the applicable effective date of such amendment or modification. You agree to periodically review the EULA available on the Site to remain aware of any modifications to same. Your continued use of the Software Product and/or Content shall be deemed your conclusive acceptance of the EULA then in effect at the time of your usage (other than with respect to disputes arising prior to the amendment or modification of the Dispute Resolution Provisions, which shall be governed by the Dispute Resolution Provisions then in effect at the time of the subject dispute).

You must be eighteen (18) years of age or older to access the Site and Content, and/or install or use the Software Product, as applicable, without a parent or guardian. If you are not yet eighteen (18) years of age, you may not access the Site or Content and/or install or use the Software Product as applicable, without the presence of your parent(s) or legal guardian(s) who must review this EULA with you, discuss any questions that you might have and give you their permission to access the Site and Content, and/or install and use the Software Product, as applicable. If you are a parent or a guardian, you are responsible for exercising supervision over your children's online activities. If you do not agree to the terms of this EULA, please do not let your child access and/or use the Content, and/or install or use the Software Product, as applicable. If you are the parent or guardian of a child under eighteen (18) years of age and you believe that your child is using Software Product without your authorization, please Contact Us.

READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE PROCEEDING WITH ACCESSING THE SITE OR CONTENT AND/OR DOWNLOADING OR INSTALLING THE SOFTWARE PRODUCT. YOU ARE NOT PERMITTED TO ACCESS OR USE THE CONTENT, OR SITE, AND/OR DOWNLOAD OR INSTALL THE SOFTWARE PRODUCT, UNTIL YOU HAVE AGREED TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS EULA. BY SELECTING THE "CLICK HERE" OPTION AND THEN ACCESSING OR USING THE CONTENT AND/OR DOWNLOADING THE SOFTWARE PRODUCT, YOU CONSENT TO BE BOUND BY AND AGREE TO THE TERMS AND CONDITIONS OF THIS EULA. IF YOU DO NOT AGREE WITH ALL OF THE TERMS AND CONDITIONS OF THIS EULA, YOU MAY NOT ACCESS OR USE THE SITE OR CONTENT, OR DOWNLOAD THE SOFTWARE PRODUCT, AND YOU SHOULD NOT PROCEED TO CLICK THE "CLICK HERE" BUTTON.

1. The Software Product

The subject of the license contained herein is the JobAlerts Usa Toolbar, JobAlerts Usa Toolbar Setting, JobAlerts Usa Toolbar assistant and any related updates provided to End-User by Leads Media, including computer software (collectively, the "Software Product"), as well as any and all content generated in connection with, or otherwise derived from, the Software Product, and any other Leads Media, - provided software, applications or material appearing on the Site or any other online venue including, but not limited to, Social Networking Sites (collectively, the "Software Product Content"). Certain third party software residing on your personal computer, or later added by you to your personal computer, may interfere with the installation and/or functionality of the Software Product. If you experience any problems with the installation and/or functionality the Software Product, please contact us via email at: app@leadsmedia.com, or call us at: 1-646-706-7682

(a) Not Adware/Spyware

"Adware" and "Spyware" are terms used to describe certain kinds of software applications. Adware is a software program that specifically monitors a person's Internet surfing activity and disrupts it by displaying contextual pop-up advertising. Spyware is a software program that secretly tracks personally identifiable information, which it then saves or sends to third parties. Spyware may attach itself to a person's computer without his or her knowledge or consent. The Software Product does not engage in any of these activities and is not Adware or Spyware. The Software Product does not collect any personal information about you (such as your name, email address, etc.). Further, it does not: (i) collect or "screen-scrape" any search queries or information that you provide to any other websites; (ii) serve pop-ups when you are on other websites; or (iii) collect or report back to Leads Media, (or anyone else) any data regarding your computer keystrokes or other data unrelated to the services that the Software Product provides.

(b) Installation

If you experience any problems installing and/or uninstalling the Software Product, please contact us via email at: app@leadsmedia.com, or call us at: 1-646-706-7682

Leads Media, believes in providing End-Users with clear, concise and complete disclosure before End-Users download and install the Software Product, including a description of the primary functions of the Software Product. The Software Product requires End-User's consent prior to installation. Leads Media does not believe that End-Users should be deceived into downloading or installing the Software Product and Leads Media condemns deceptive software installation practices. Please be advised that if both the Mozilla Firefox and Internet Explorer Internet browsers are installed on your computer, where you install the Software Product on that same computer while using either of those browsers, the Software Product will automatically be installed on the other browser as well such that at the end of the installation process, the Software Product will be installed on both browsers. To modify the display settings in connection with certain aspects of the Software Product, please follow the instructions associated with your Internet browser.

The Software Product can be completely uninstalled in a straightforward manner and without requiring undue effort or skill, in most cases by using the traditional "add/remove" programs function on your computer. Please be advised that certain Internet browsers (such as Mozilla's Firefox) treat the Software Product as an "Add-on" and, therefore, the Software Product may not appear as a program when you access the traditional "add/remove" programs function on your computer. In the event that your Internet browser treats the Software Product as an "Add-on," and you wish to uninstall the Software Program, you should follow the applicable browser instructions associated with removing "Add-ons." Please be advised that in some instances, you may be required to restart your Internet browser and/or computer before all remnants of the Software Product are completely uninstalled and removed from your computer.

After you have uninstalled the Software Product, certain data such as folders, files, registry keys and cookies may remain on your computer. For more detailed instructions on how to uninstall the Software Product, please review instructions on the Site or contact us.

Please be advised that even where you set a different search provider as your default search provider, the JobAlerts Usa Toolbar, will be restored as your default search provider when you re-launch your Internet browser unless you either: (a) change the settings in the toolbar options menu associated with your Internet browser (for directions on how to change these settings, please visit our Help section or contact Customer Service); or (b) uninstall the Software Product.

(c) Content

The Content can only be accessed via the Software Product or certain other authorized online applications. End-Users shall be permitted to incorporate certain of the Content into applicable pages on participating online venues including, but not limited to, Social Networking Sites, as authorized hereunder and by such online venues. End-Users are not permitted to either download or install the Content on their computers, or use the Content other than as expressly authorized hereunder. Where accessing the Content via other authorized online applications, End-Users may only incorporate the Content into such online venues including, but not limited to, Social Networking Sites, as authorized hereunder and by such online venues.

(d) Updates

The Software Product does not include bug fixes, error corrections, patches, new releases or any other component not specified within this EULA. Notwithstanding the foregoing, Leads Media, reserves the right to add additional features or functions to the existing Software Product from time to time. When installed on your computer, the Software Product periodically communicates with Leads Media's servers. When Leads Media, releases a new version of the Software Product, or when Leads Media, makes new features available, you may need to update the Software Product residing on your computer or your version may become inoperable. This update may occur all at once or over multiple sessions, in Leads Media's sole and absolute discretion. You understand that we may require your review and acceptance of our then-current EULA before you will be permitted to use any subsequent versions of the Software Product. You acknowledge and agree that Leads Media has no obligation to make any subsequent versions of the Software Product available to you.

2. Software Product and Content License Grant

Upon the terms and conditions contained herein, Leads Media hereby grants to End-User and End-User hereby accepts from Leads Media, a non-exclusive, non-transferable and non-assignable license, for End-User's own personal, internal, end-use purposes only (excluding the commercialization of Leads Media information technology, Content and online products and/or services), to install and use the Software Product and access and use the Content on one (1) or more computers where such computers are owned or leased by End-User. Please be advised that this license is personal to you, and third parties are not permitted to use the Content and/or Software Product. However, any and all third party users of your computer that gain access to the Content and/or Software Product by and through your computer are bound by the terms, conditions and restrictions of the license set forth in this Section 2.

3. End-User Generated Content

In connection with your use of certain aspects of the Software Product ("Personalization Functionality"), you may be able to upload and/or generate text, images and other content ("End-User Generated Content"). End-User agrees to use the Personalization Functionality in a manner consistent with any and all applicable federal, state, provincial and local laws, statutes, rules, regulations and judicial decrees. You are solely responsible for the End-User Generated Content and/or other information that you publish, transmit and/or post by and through the Software Product. Where you publish, transmit and/or post End-User Generated Content, Leads Media shall have no obligation or liability in connection with any publications, modifications, alterations or subsequent uses of such End-User Generated Content by you or any third party. In connection with the End-User Generated Content, End-User agrees not to: (a) display any telephone numbers, street addresses, last names, URLs, e-mail addresses or any confidential or personal information of any third party; (b) display any material that may be deemed indecent or obscene in End-User's community, as defined under applicable law; (c) impersonate any person or entity; (d) "stalk" or otherwise harass any person; (e) express or imply that any statements made by End-User are endorsed by Leads Media, without our specific prior written consent; or (f) infringe upon the rights of any third parties including, without limitation, those of copyright, patent, trademark, trade secret, privacy or other intellectual property right, false advertising, unfair competition, defamation, invasion of rights of publicity, violation of any anti-discriminatory law or regulation, or any other right of any person or entity. Engaging in any of the aforementioned prohibited practices shall be deemed a breach of this EULA. Leads Media, reserves the right to pursue any and all legal and equitable remedies against End-Users that engage in the aforementioned prohibited conduct.

4. Ownership and Intellectual Property Rights

(a) The Software Product, Content and Site are protected by United States Copyright Laws and international copyright treaties, as well as other intellectual property laws and treaties. The Software Product, Content and Site are proprietary to Leads Media, (and/or its third party licensors, suppliers, resellers and partners). All right, title and interest in and to the Software Product,Content and Site (including associated intellectual property rights) are and will remain vested in Leads Media and/or its third party licensors, suppliers, resellers and partners. End-User acknowledges that no rights, license or interest in or to any trademarks or trade names of Leads Media and/or its third party licensors, suppliers, resellers and partners are granted hereunder. To the extent that you submit any suggestions and/or feedback to us when using the Site, you acknowledge and agree that by doing so, you grant to Leads Media, a non-exclusive license, royalty free, irrevocable and worldwide license for the duration that such rights are protectable under applicable law, to publish, display, reproduce, modify, edit or otherwise use the Feedback, in whole or in part, in any and all media, commercial or otherwise, without the need to obtain further authorization and without compensation to you. In addition, you hereby agree to waive all moral rights in and to the Feedback in favor of Leads Media.

(b) End-User grants to Leads Media a royalty free, irrevocable and worldwide license in and to any and all intellectual property rights associated with the End-User Generated Content for the duration that such rights are protectable under applicable law ("Leads Media License"). End-User waives all moral rights it may have in relation to the End-User Generated Content and agrees to procure, at Leads Media's expense, the waiver of all moral rights that any other person may have in connection with the End-User Generated Content. Without limiting the generality of the foregoing, the Leads Media License shall enable Leads Media, to, without the need to obtain further authorization and without compensation to you: (i) display the End-User Generated Content in any venue or medium, in Leads Media's sole discretion; (ii) offer the End-User Generated Content for sale to third parties free of any restrictions; and (iii) create derivative works utilizing the End-User Generated Content.

5. Copyright Infringement Notice

Pursuant to 17 U.S.C. § 512, as amended by Title II of the Digital Millennium Copyright Act (the "Act"), Leads Media will terminate the account of any End-User who uses the Software Product to unlawfully publish or transmit copyrighted material without a license, valid defense or fair use privilege to do so. After proper notification by the copyright holder or its agent to Leads Media and later confirmation through court order or an admission by the applicable End-User that the Software Product has/have been an instrument of unlawful infringement, Leads Media will terminate the infringing End-User's access to the Software Product as applicable. Leads Media may also, in its sole discretion, decide to terminate an End-User's access to the Software Product prior to that time if it has a good faith belief that infringement has occurred. In addition, pursuant to the Act, Leads Media has implemented procedures for receiving written notification of claimed infringements and for processing such claims. Leads Media respects the intellectual property of others, and we ask our subscribers to do the same. If you believe that your copyright has been infringed through the use of the Software Product or otherwise, please contact us at the following address:

Leads Media,Inc

60 East 42nd street, Suite 449,

New York NY 10165

6. License/Usage Restrictions

THE SOFTWARE PRODUCT THAT IS THE SUBJECT OF THIS EULA,THE CONTENT, ARE LICENSED TO END-USER ONLY, AND NOT SOLD. END-USER MAY NOT SUBLICENSE, ASSIGN, RESELL, SHARE, PLEDGE, RENT OR TRANSFER ANY OF ITS RIGHTS UNDER THIS EULA IN RELATION TO THE SOFTWARE PRODUCT, CONTENT (WHICH MAY ONLY BE SHARED FOR NON-COMMERCIAL PURPOSES AS STRICTLY PERMITTED BY LEADS MEDIA AND THIS EULA) OR ANY PORTION THEREOF. EXCEPT AS EXPRESSLY PERMITTED BY APPLICABLE COPYRIGHT LAWS, NO COPYING, REDISTRIBUTION, DISPLAYING, PERFORMING, REPRODUCING, LICENSING, TRANSFERRING OR PUBLICATION OF THE SOFTWARE PRODUCT OR CONTENT (WHICH MAY ONLY BE SHARED FOR NON-COMMERCIAL PURPOSES AS STRICTLY PERMITTED BY LEADS MEDIA AND THIS EULA) IS PERMITTED WITHOUT THE EXPRESS PERMISSION OF LEADS MEDIA, WHICH CONSENT SHALL BE AT LEAD MEDIA'S SOLE AND ABSOLUTE DISCRETION. ANY SUCH COPY THAT IS MADE IS SUBJECT TO THE PROVISIONS OF THIS EULA, AND ALL TITLES, TRADEMARKS, COPYRIGHT NOTICES AND OTHER LEGENDS SHALL BE REPRODUCED ON SUCH COPY.

EXCEPT AS EXPRESSLY PERMITTED BY APPLICABLE LAW, END-USER MAY NOT USE OR COPY THE SOFTWARE PRODUCT, CONTENT AND/OR SITE, IN WHOLE OR IN PART, EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS EULA. END-USER MAY NOT MODIFY, TRANSLATE, REVERSE ENGINEER, DECOMPILE, DISASSEMBLE OR CREATE DERIVATIVE WORKS OF THE SOFTWARE PRODUCT, CONTENT AND/OR SITE OR OTHERWISE ATTEMPT TO: (A) DEFEAT, AVOID, BY-PASS, REMOVE, DEACTIVATE OR OTHERWISE CIRCUMVENT ANY SOFTWARE PROTECTION MECHANISMS IN THE SOFTWARE PRODUCT SERVICESINCLUDING, WITHOUT LIMITATION, ANY SUCH MECHANISM USED TO RESTRICT OR CONTROL THE FUNCTIONALITY OF THE SOFTWARE PRODUCT (B) DERIVE THE SOURCE CODE OR THE UNDERLYING IDEAS, ALGORITHMS, STRUCTURE OR ORGANIZATION FORM OF THE SOFTWARE PRODUCT, AND/OR CONTENT. END-USER WILL AT ALL TIMES, INCLUDING DURING AND AFTER THE TERM OF THIS LICENSE, KEEP THE SOFTWARE PRODUCT CONFIDENTIAL.

END-USER AGREES THAT THE SOFTWARE PRODUCT AND CONTENT MAY NOT BE SHIPPED, TRANSFERRED OR EXPORTED INTO ANY OTHER COUNTRY, OR USED IN ANY MANNER, IF SUCH SHIPPING, TRANSFER, EXPORT OR USE IS PROHIBITED BY U.S. OR OTHER APPLICABLE EXPORT LAWS AND REGULATIONS. END-USER AGREES TO COMPLY WITH ALL OTHER APPLICABLE LAWS AND REGULATIONS. MTWB RESERVES THE RIGHT TO MODIFY, AMEND OR CEASE TO OFFER ANY OF THE SERVICES ASSOCIATED WITH THE SOFTWARE.

END-USER AGREES TO INDEMNIFY AND HOLD LEADS MEDIA ITS LICENSORS RESELLERS, PARTNERS, THIRD PARTY SUPPLIERS AND THEIR RESPECTIVE DIRECTORS, MEMBERS, OFFICERS AND EMPLOYEES, HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, DAMAGES AND LOSSES, INCLUDING REASONABLE LEGAL FEES AND EXPENSES, DUE TO OR ARISING OUT OF END-USER'S USE OF THE SOFTWARE PRODUCT, CONTENT, SITE OR BREACH OF THIS EULA. IN CONNECTION WITH THE LICENSE GRANTED HEREUNDER, END-USER AGREES THAT ONLY THE REGISTERED USER OF THE ACCOUNT MAY USE THE SOFTWARE PRODUCT.

You may use the Software Product, Content and Site only for lawful purposes. The Software Product, Content and Site are subject to, and you agree that you shall at all times comply with, all local, state, provincial, national, and international laws, statutes, rules, regulations, ordinances and the like applicable to use of the Software Product, Content and Site. You agree not to use the Software Product, Content, Site and/or any other services provided by Leads Media : (i) for any commercial purposes; or (ii) to conduct any business or activity, or solicit the performance of any activity, which is prohibited by law or any contractual provision by which you are bound.

7. Results from Use of Software Product.

The Software Product may provide access to search results or links to other websites or resources. Because Leads Media has no control over such third party websites and resources, you acknowledge and agree that Leads Media is not responsible for the availability of such external websites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. You further acknowledge and agree that Leads Media shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, products and/or services available on or through any such website or resource.

You understand that all third party provided Content including, without limitation, all websites, products, services, data, links, articles, graphic or video messages and all information, text, software, music, sound, graphics or other material made available or accessible through the Software Product or otherwise is the sole responsibility of the applicable third party provider of such Content. You understand and agree that by using the Software Product or otherwise accessing the Content, you may be exposed to Content that may be offensive, indecent or objectionable in your community. You agree to accept all risks associated with the use of any Content, including any reliance on the accuracy or completeness of such Content. Under no circumstances will Leads Media be liable in any way for any Content created by, or originating with, entities other than Leads Media including, but not limited to, any errors or omissions in any such Content, or for loss or damage of any kind incurred as a result of the transmission or posting of such Content by means of the Software Product or otherwise.

Despite employing an assortment of security measures, the Software Product, Content and Site are exposed to various security issues, and should be regarded as unsecure. By accepting this EULA you acknowledge and accept that the Software Product, Content, Site, your Registration Data and any other information that you download or offer to share by means of the Software Product, Site or otherwise, and any information residing on or accessible via your personal computer (collectively, "Personal Data"), may be exposed to unauthorized third party access, interception, corruption, damage or misuse, and should be regarded as insecure. You accept all responsibility for such security risks and any damage resulting therefrom, and acknowledge and agree that Leads Media shall not be liable to you or any third party in any way for any unauthorized third party access or damage to, or interception, corruption or misuse of, your Personal Data, by and through the Software Product, Site or otherwise.

8. Term of License

This license shall be in effect from the time End-User selects the "Click Here" option on the applicable page of the Site, installs the Software Product, uses the otherwise accesses the Content, and accepts the terms and conditions of this EULA, and shall remain in effect for so long as End-User accesses the Site, Software Product and/or Content, unless this license is otherwise terminated. This license will terminate upon the conditions set forth in this EULA or if End-User fails to comply with any term or condition of this EULA. Leads Media may terminate this EULA, with or without notice, for cause. In addition, Leads Media may terminate this EULA for any reason upon notice to End-User, with notice posted at the Site constituting adequate notice. Any such termination by Leads Media shall be in addition to and without prejudice to such rights and remedies as may be available to Leads Media, including injunctive relief and other equitable remedies. In addition, End-User may terminate this EULA at any time, with or without cause; provided, however, that End-User agrees upon expiration or termination of this EULA by either party to immediately un-install the Software Product and destroy all copies of the Software Product and/or Content in its possession and/or under its control.

9. Notice to U.S. Government End-Users

The Software Product is a "commercial item" as that term is defined at 48 C.F.R. 2.101, consisting of "commercial computer software" and "commercial computer software documentation" as such terms are used in 48 C.F.R. 12.212. Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, all U.S. Government End-Users acquire the Software Product with only those rights set forth therein.

10. Disclaimer of Warranty

TO THE MAXIMUM EXTENT PERMISSIBLE BY APPLICABLE LAW, THE SOFTWARE PRODUCT, CONTENT AND SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATION, WARRANTY, GUARANTEE OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. USE OF THE SOFTWARE PRODUCT, CONTENT AND/OR SITE IS AT END-USER'S OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MTWB AND ITS LICENSORS, SUPPLIERS, PARTNERS AND RESELLERS DO NOT WARRANT THAT THE SOFTWARE PRODUCT, CONTENT AND/OR SITE WILL MEET END-USER'S REQUIREMENTS OR THAT OPERATION OF THE SOFTWARE PRODUCT, CONTENT AND/OR SITE WILL BE UNINTERRRUPTED, ERROR FREE, SECURE, ACCURATE, COMPLETE OR CURRENT. WITHOUT LIMITATION, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THIS DISCLAIMER EXTENDS TO IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW AND/OR FROM A COURSE OF DEALING OR USAGE OF TRADE.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMISSIBLE BY APPLICABLE LAW, LEADS MEDIA'S AGGREGATE LIABILITY AND THAT OF ITS LICENSORS, RESELLERS, PARTNERS, AND THIRD PARTY SUPPLIERS UNDER OR IN CONNECTION WITH THIS EULA SHALL BE LIMITED TO DIRECT MONEY DAMAGES NOT TO EXCEED THE TOTAL OF FIVE HUNDRED DOLLARS ($500.00). NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY, IN NO EVENT SHALL LEADS MEDIA, ITS LICENSORS, PARTNERS, RESELLERS AND/OR THIRD PARTY SUPPLIERS BE LIABLE UNDER ANY THEORY OF CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY OR OTHERWISE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL OR INCIDENTAL DAMAGES, EVEN IF LEADS MEDIA OR ANY OTHER APPLICABLE PARTY HAS BEEN ADVISED OF THE POSSIBILITY THEREOF INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST BUSINESS REVENUE, OTHER ECONOMIC LOSS OR ANY LOSS OF DATA ARISING OUT OF, OR RELATED TO: (A) THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT; (B) THE CONTENT; (C) THE SITE; (D) ANY UNAUTHORIZED ACCESS OR DAMAGE TO, OR INTERCEPTION, CORRUPTION OR MISUSE OF, END-USER PERSONAL DATA; AND/OR (E) THE COST OF PROCURING SUBSTITUTE GOODS OR SERVICES.

12. General Provisions

(a) Survival. The limitations of liability and ownership rights of Leads Media and its third party licensors, partners, resellers and suppliers contained herein and End-User's confidentiality obligations and other obligations following termination of this EULA shall survive the termination of this EULA for any reason.

(b) Amendment. End-User may not amend or modify this EULA without Leads Media 's express prior written consent.

(c) Severability. If any provision of this EULA is declared invalid by any court of competent jurisdiction, applicable statute or rule of law, then such provision shall be deemed automatically adjusted to the minimum extent necessary to conform to the requirements for validity as declared at such time and, as so adjusted, shall be deemed a provision of this EULA as though originally included herein. In the event that the provision invalidated is of such a nature that it cannot be so adjusted, the provision shall be deemed deleted from this EULA as though such provision had never been included herein.

(d) Governing Law. To the maximum extent permitted by applicable law, this EULA shall be governed by the laws of the State of New York, without regard to its conflict of laws principles. To the maximum extent permitted by applicable law, the parties expressly disclaim the application of the United Nations Convention on Contracts for the International Sale of Goods and any state Uniform Computer Information Transactions Act or similar federal, provincial or state laws, rules or regulations. Where national and/or international law provides you with the option or requirement to apply the law of your place of residence, nothing in this EULA shall prevent you from applying the law of your place of residence. Nothing in this EULA shall be deemed to affect any statutory or other consumer rights that you may have under local laws that cannot be, or have not been, altered, limited or waived by this EULA. The parties have required that this EULA and all documents relating thereto be drawn-up in English.

(e) Arbitration. To the maximum extent permitted by law, any controversy or claim arising out of or relating to this EULA, the Software Product, Content and/or the Site will be settled by binding arbitration in accordance with the then-current commercial arbitration rules of the American Arbitration Association. Any such controversy or claim must be arbitrated on an individual basis, and must not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration must be conducted in New York, New York and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Either you or Leads Media may seek any interim or preliminary relief from a court of competent jurisdiction in New York, New York, as necessary to protect your rights or property or those of Leads Media.

If the arbitration and Dispute Resolution Provisions contained in this EULA are not enforceable, you agree that, except as set forth above, any action at law or in equity arising out of or relating to this EULA shall be filed only in the state and federal courts located in New York, New York, and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. The language of any proceedings arising under this EULA shall be English.

(f) Class Action. Solely to the extent permitted by law, you agree that you will not bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that you may have against Leads Media and/or its employees, officers, directors, members or assigns. Solely to the extent permitted by applicable law, you agree to the entry of injunctive relief to stop such a lawsuit or to remove you as a participant in the suit. Solely to the extent permitted by applicable law, you agree to pay the attorney's fees and court costs that Leads Media incurs in seeking such relief. This Section 13(g) does not constitute a waiver of any of your rights and remedies to pursue a claim individually and not as a class action in binding arbitration as provided above. This agreement not to bring, join or participate in class action lawsuits is an independent agreement and, solely to the extent permitted by applicable law, shall survive the termination of this EULA.

(g) Headings. The section headings used herein are for convenience of reference only and do not form part of this EULA, and no construction or inference shall be derived therefrom.

(h) Benefit of the EULA. This EULA is binding upon and shall inure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives and permitted assigns.

(i) Licensors, Suppliers, Resellers and Partners. Each party agrees that Leads Media's licensors, suppliers, resellers and partners are third party beneficiaries to this EULA with the right to rely on and enforce its terms to their full extent, notwithstanding that such entities are not parties to this EULA. The parties further agree not to take any action that may prevent or otherwise impair any such licensor's, supplier's, reseller's or partner's exercise of these rights.

(j) Waiver. No failure or delay on the part of Leads Media to exercise any right or remedy shall operate as a waiver, nor shall any single or partial exercise by Leads Media of any right or remedy prevent any further or other exercise of such right or any other right or remedy. The rights and remedies provided in this EULA are cumulative and not exclusive of any rights or remedies provided by any applicable law.

(k) Contacting the Site/Company Information. If you have any questions about this EULA, the Software Product,Content or your dealings with the Site, please Contact Us.

13. Special Provisions for Consumers

NONE OF THE TERMS OF THIS EULA MAY EXCLUDE OR LIMIT LEADS MEDIA 'S RESPONSIBILITY FOR LOSSES OR DAMAGES THAT CANNOT BE EXCLUDED OR LIMITED UNDER THE CONSUMER PROTECTION LAWS APPLICABLE TO YOU.

WITHOUT PREJUDICE TO THE CHOICE OF LAW PROVISIONS UNDER SECTION 13(E), IF YOU ARE A CONSUMER SUCH CHOICE MAY NEVER RESULT IN THE LOSS OF THE MINIMUM CONDITIONS OF PROTECTION PROVIDED FOR BY THE CONSUMER PROTECTION LAWS APPLICABLE TO YOU.