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PLEASE
READ THESE ADDITIONAL TERMS CAREFULLY BECAUSE THEY
CONTAIN THE TERMS AND CONDITIONS THAT GOVERN YOUR
PARTICIPATION IN CREDIT MEETINGS CONDUCTED BY
PRO-FILESPLUS, INC. AND ARE PART OF THE LEGALLY BINDING
AGREEMENT BETWEEN YOU AND US.
BY
PARTICIPATING IN CREDIT MEETINGS, YOU ARE CONFIRMING
THAT YOU HAVE READ, UNDERSTAND AND AGREE TO, SHALL ABIDE
BY AND COMPLY WITH ALL OF THE TERMS AND CONDITIONS OF
THESE ADDITIONAL TERMS.
Any terms not defined in these
Additional Terms have the meanings set forth in our
Terms of Use. These
Additional Terms do not supersede the Terms of Use, but
supplement them, specifically in regards to your
participation in Credit Meetings (defined below). Any
conflict between these Additional Terms and the Terms of
Use as they relate to your
participation in Credit Meetings shall be determined in
favor of these Additional Terms. However, any conflict
between these Additional Terms and the Terms of Use
in regards to your use or
access of any other Services via our Website shall be
determined in favor of the Terms of Use.
1. CREDIT MEETINGS
PARTICIPATION AND PAYMENT
A “Credit Meeting” is
a scheduled event conducted and monitored by
Pro-filesPlus in which attendees are given the
opportunity to assemble in a formal meeting environment
to exchange sensitive, confidential credit information
about current and potential customers. You will be
required to pay a fee associated with your attendance
and participation at the time you sign up for a
particular Credit Meeting via our Website. You will also
have the option to include Authorized Users to bring as
your guests when you sign up for a Credit Meeting, and
will be charged a Fee according to the total number of
attendees you indicate will attend. A list of applicable
fees relating to participation in Credit Meetings is
available for your review at www.Pro-filesPlus.com
, which may be modified
at anytime, and from time to time, at our sole
discretion. Upon our receipt of your submission to
attend a Credit Meeting, we will send an email to you
and your guests (if any) to confirm your attendance.
Once the fee for your participation in a Credit Meeting
is charged to your Account, it will not be refunded for
any reason, including failure by you or any of your
guests to attend such Credit Meeting.
Upon signing up to attend a
Credit Meeting, you will have access to view the agenda
for such Credit Meeting, as well as the ability to
revisit the agenda to update and/or modify its contents
with Credit Information or any other information that
you wish to discuss during the Credit Meeting. Please
note that only the Member who signs up and is billed for
a Credit Meeting will have access to modify the related
agenda (i.e., Authorized Users brought as guests will
not have access to update the agenda). All agendas will
be available for review and modification only until the
scheduled date of the associated Credit Meeting.
Pro-filesPlus reserves the right
to cancel, postpone or reschedule any Credit Meeting as
a result of inclement weather, low prospective
attendance, or for any other reason at its sole
discretion. In the event a Credit Meeting is cancelled
by Pro-filesPlus, refunds and/or credits will be issues
to Members who pre-paid for their attendance at such
Credit Meeting, at Pro-filesPlus’ sole discretion.
2. CREDIT MEETING REPORTS
Upon completion of a Credit
Meeting, Pro-filesPlus will generate a Credit Meeting
Report. Members who attend a Credit Meeting will be able
to obtain the associated Credit Meeting Report free of
charge via our Website. Members with Premium membership
who have not attended a Credit Meeting, but wish to have
access to the associated Credit Meeting Report, will be
able to purchase the Credit Meeting Report via our
Website. Credit Meeting Reports shall include the
updated/finalized agenda for the related Credit Meeting,
as well as all attendees’ names, phone numbers, email
addresses, and any other information or documentation we
record and/or aggregate during and after such Credit
Meeting (including all relevant information submitted by
Credit Meeting attendees).
3. CONFIDENTIALITY AND
NON-DISCLOSURE
During the Credit Meetings, you
will receive, and have the opportunity to disclose,
highly sensitive, confidential credit information. As a
condition of your participation in Credit Meetings, you
agree that you will treat and protect any credit
information that you receive during the Credit Meetings
with at least the same degree of care you use to treat
and protect your own confidential information, and shall
prevent any unauthorized use, disclosure and/or
distribution of such confidential information to any
third party. For the avoidance of doubt, all information
received and disclosed during the Credit Meetings, as
well as the contents of the corresponding Credit Meeting
Reports, shall be considered confidential. YOU HEREBY
ACKNOWLEDGE AND AGREE THAT WE MAY INCORPORATE AND
AGGREGATE ANY AND ALL INFORMATION PROVIDED BY YOU
RESULTING FROM THE CREDIT MEETINGS INTO OUR OFF-LINE,
INTERNAL DATABASES AND EXPLOIT SUCH CONFIDENTIAL
INFORMATION IN FURTHERANCE OF PROVIDING THE SERVICES.
4. DISCLAIMER OF WARRANTY
THE CREDIT MEETINGS AND CREDIT
MEETING REPORTS ARE PROVIDED “AS IS” AND
“AS AVAILABLE” BASIS AND ARE MADE AVAILABLE
AND CONDUCTED WITHOUT ANY REPRESENTATION OR WARRANTY OF
ANY KIND, EXPRESS OR IMPLIED AND WE EXPRESSLY DISCLAIM
ALL REPRESENTATIONS AND WARRANTIES, EXPRESS AND IMPLIED.
YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT YOU ARE
ASSUMING THE ENTIRE RISK AS TO THE QUALITY, ACCURACY,
PERFORMANCE, TIMELINESS, ADEQUACY, COMPLETENESS,
CORRECTNESS, AUTHENTICITY, SECURITY AND VALIDITY OF ANY
CREDIT MEETING REPORTS OR OTHER INFORMATION PROVIDED
AND/OR DISCLOSED TO YOU DURING OR RELATED TO THE CREDIT
MEETINGS. ADDITIONALLY, YOU ACKNOWLEDGE THAT
PRO-FILESPLUS IS MERELY ACTING AS A MODERATOR AND
ORGANIZER OF THE CREDIT MEETINGS IN ORDER TO FACILITATE
THE EXCHANGE OF CREDIT INFORMATION AMONG AND BETWEEN
MEMBERS, AND DOES NOT GUARANTEE RESULTS FROM OR THE
SATISFACTION OF MEMBERS ATTENDING THE CREDIT MEETINGS OR
ANY CREDIT MEETING REPORTS.
5. LIMITATION OF LIABILITY
WE ARE NOT LIABLE FOR ANY
INACCURACIES, ERRORS, OR OMISSIONS ARISING OUT OF THE
CREDIT MEETING REPORTS, THE CREDIT MEETINGS OR THE
INFORMATION PROVIDED AND/OR DISCLOSED TO YOU DURING OR
RELATED TO THE CREDIT MEETINGS.
YOU UNDERSTAND AND AGREE THAT, TO
THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER WE NOR
OUR EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES,
OPERATIONAL SERVICE PROVIDERS OR SUPPLIERS, SHALL, UNDER
ANY CIRCUMSTANCES, BE LIABLE FOR ANY CLAIM, LOSS OR
DAMAGE, DIRECT OR INDIRECT, INCLUDING, BUT NOT LIMITED
TO, ANY AND ALL COMPENSATORY, CONSEQUENTIAL, INCIDENTAL,
INDIRECT, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY
KIND WHATSOEVER ASSOCIATED WITH OR ARISING FROM OR
THROUGH THE CREDIT MEETINGS AND/OR THE CREDIT MEETING
REPORTS REGARDLESS OF THE FORM OF THE ACTION, THE LEGAL
THEORY OR THE BASIS OF THE CLAIM AND WHETHER OR NOT ANY
PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. IF
ANY LIMITATION ON REMEDIES, DAMAGES OR LIABILITY IS
PROHIBITED OR RESTRICTED BY LAW, WE SHALL REMAIN
ENTITLED TO THE MAXIMUM DISCLAIMERS AND LIMITATIONS ON
REMEDIES, DAMAGES AND LIABILITY AVAILABLE AT LAW AND
EQUITY IN SUCH SITUATION, HOWEVER, IN NO EVENT SHALL OUR
LIABILITY TO YOU FOR DAMAGES OR OTHERWISE EXCEED THE
LESSER OF: (I) THE AMOUNTS PAID BY YOU FOR YOUR
PARTICIPATION IN THE CREDIT MEETING WHICH GAVE RISE TO
SUCH CLAIM OR (II) $100.00.
For ease of reference our Terms
of Use can be reached at any time at
www.Pro-filesPlus.com; and
our Privacy Policy can be reached at any time at
www.Pro-filesPlus.com.
These Additional Terms were last
modified on February 27, 2008 and are effective
immediately.
© Copyright 2008 Pro-filesPlus,
Inc. All Rights Reserved.
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