STANDARD TERMS AND AGREEMENTS

Copyright Infringements

If you are a copyright owner or an agent for such owner and you believe that any Comments or other user content on the Site infringes upon your copyrights, you may notify us by providing the following information in writing:

(1) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive copyright right that is allegedly infringed;

(2) Identification of the copyrighted work claimed to have been infringed;

(3) Identification of the material(s) that is claimed to be infringing;

(4) Description of the location on the Site of the allegedly infringing material(s);

(5) Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address;

(6) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

(7) A statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive copyright right that is allegedly infringed.

Our agent for notice of claims of copyright infringement can be reached at the following address:

Sarkli-Repechage, Ltd.

300 Castle Road

Secaucus, NJ 07094

Attention: Legal Department

If you do not comply with all of the above requirements, your notice may not be valid.

Indemnification

You agree to indemnify and hold harmless Sarkli-Repechage, Ltd., its officers, directors, employees, agents, licensees and/or affiliates from and against any and all claims, actions, demands, liability and costs, including, without limitation, reasonable attorney's fees, in connection with any claim arising out of, or allegedly arising out of, your access or use of the Site, including, but not limited to, a breach of these Terms and Conditions by you or any user of your account and/or a breach of any other legal notice or guidelines on the Site by you or any user of your account.

No Warranties

The Site is provided on an "AS IS", "AS AVAILABLE" basis. WE HEREBY DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, IN CONNECTION WITH THE SITE, INCLUDING, BUT NOT LIMITED TO, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND/OR FITNESS FOR A PARTICULAR PURPOSE, EXCEPT TO THE EXTENT SUCH REPRESENTATIONS AND WARRANTIES ARE NOT LEGALLY EXCLUDABLE.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SARKLI-REPECHAGE, LTD. SHALL NOT BE LIABLE (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) FOR ANY ACCESS INTERRUPTIONS TO THE SITE, DATA NON-DELIVERY OR DESTRUCTION, DAMAGES OF ANY KIND AS A RESULT OF USAGE OF THIRD-PARTY WEBSITES, COMPUTER VIRUSES, SYSTEMS FAILURE OR MALFUNCTIONS, INACCURACIES OF CONTENT, BUSINESS INTERRUPTIONS AND/OR EVENTS BEYOND SARKLI-REPECHAGE, LTD.’S CONTROL. FURTHERMORE, TO THE FULLEST EXTENT PERMITTED BY LAW, SARKLI-REPECHAGE, LTD. SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION LOST PROFITS, COSTS OF REPLACEMENT, BUSINESS INTERRUPTIONS, LOSS OF DATA) RELATED TO THE SITE OR YOUR USE OF THIS SITE OR ANY OTHER LINKED WEB SITES REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF SARKLI-REPECHAGE, LTD. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Suspension or Termination

We reserve the right to refuse doing business with anyone at any time, with or without notice and for any reason, or no reason, to the fullest extent permitted by law. Any violation of our Terms and Conditions or General Conditions of Sale may result in termination of your account with or without notice. Furthermore, we may in our sole discretion suspend or terminate your access to, and/or use of, the Site, or any portion thereof, at any time, with or without notice and for any reason, or no reason, to the fullest extent permitted by law.

Modification of Terms and Conditions

We may at our sole discretion modify these Terms and Condition or add additional conditions that govern your usage of the Site at any time by posting the modifications or additions on the Site. You are responsible for regularly reviewing the most current Terms and Conditions. Any changes will be effective upon posting. Your continued use of the Site after we post revised Terms and Condition constitutes your agreement to any and all such revised terms. We may, with or without prior notice, terminate any of the rights granted by these Terms and Conditions. Additionally, we may modify the use of all or any portion of the Site at any time for any reason and without notice or liability, and we may, with or without notice to you, change any services that may be offered on the Site.

Governing Law and Jurisdiction

The Site is operated in the United States and these Terms and Conditions are governed by the laws of the State of New York, USA, except for its conflict of law provisions. We make no representation that any content on this website is appropriate or available for access or use outside of the United States. Users who decide to access this site from other locations do so at their own risk and are responsible for abiding by local laws, if and to the extent local laws are applicable. By using this Site, you agree that any disputes arising out of or connected with this Site will be resolved individually, and without resort to class action, according to the laws of the State of New York, without reference to its conflict of law principles. Any dispute arising out of or relating to any access or use of this website or to these Terms and Conditions will be subject to the exclusive jurisdiction of the state and federal courts located in New York County, State of New York. You hereby expressly submit to the personal jurisdiction of such courts. You agree that any cause of action that you may wish to bring arising out of or related to these Terms and Conditions and/or the Site must be commenced within one (1) year after the cause of action arises; otherwise, such cause of action shall be permanently barred.

General

You agree that these Terms and Conditions and any other terms and conditions that may appear on the Site constitute the complete and exclusive agreement between us concerning your use and access of the Site, and supersede and govern all prior proposals, agreements, or other communications, terms, conditions and understandings, both written and oral, with respect to such use and access of the Site. You agree to receive notices relating to the Site and/or these Terms and Conditions electronically, including but not limited to, e-mail or posting on the Site. Any such notice shall be deemed given and received on the day it is sent or posted. Nothing contained in these Terms and Conditions shall be construed as creating any agency, partnership or joint venture between us. Our failure to enforce performance by you of any provision of these Terms and Conditions shall not constitute a waiver of any provision or right. If any portion of these Terms and Condition is held to be invalid or unenforceable, the invalid or unenforceable portion shall be modified in accordance with the applicable law as nearly as possible to reflect the original intention of the applicable provision, and the remainder of these Terms and Conditions shall remain in full force and effect. You may not use the Site or export the content in violation of U.S. export laws and regulations.