Nefsis® Terms of Service

(Last Updated: August 1, 2008)

These Nefsis Terms of Service are entered into between Nefsis Corporation, a California corporation, and WiredRed Corporation, a California corporation (together, “Nefsis,” “we,” or “us”), on the one hand, and the individual or entity purchasing or opening an account with Nefsis (including without limitation any employee, independent contractor, invitee or agent of such Person) and any other individual or entity accessing or using the Site, the Services and/or the Software, including a participant in any Conference whether or not that participant is the Conference initiator or host (any of the foregoing, “you” or the “user”), on the other hand.

BY CREATING YOUR ACCOUNT OR BY OTHERWISE ACCESSING OR USING THE SITE, THE SOFTWARE AND THE SERVICES (OTHER THAN MERELY BROWSING THE SITE), YOU AGREE TO COMPLY WITH AND BE BOUND BY THIS AGREEMENT AND BY THE NEFSIS PRIVACY POLICY INCORPORATED HEREIN.

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE INSTALLING THE SOFTWARE OR CREATING YOUR ACCOUNT OR OTHERWISE USING THE SERVICES. PLEASE MAINTAIN A COPY OF THIS AGREEMENT FOR YOUR RECORDS.

IF YOU ARE A TRIAL USER OR A BETA USER, PLEASE PAY SPECIAL ATTENTION TO SECTIONS 50 AND 51 AT THE END OF THIS AGREEMENT, WHICH APPLY TO YOUR TRIAL USE OR BETA USE OF THE SITE, THE SOFTWARE AND THE SERVICES.

NEFSIS MAY MODIFY THIS AGREEMENT AT ANY TIME. YOUR CONTINUED USE OF THE SITE, THE SOFTWARE OR THE SERVICES WILL BE CONDITIONED UPON THE VERSION OF THIS AGREEMENT THAT IS IN EFFECT AT THE TIME OF YOUR USE.

IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT, DO NOT ACCESS OR USE THE SITE, DO NOT INSTALL THE SOFTWARE, AND DO NOT USE THE SERVICES.

1. Definitions. Capitalized terms used in this Agreement and not defined elsewhere in this Agreement have the following meanings

a. “Affiliate” means any direct or indirect parent or subsidiary of Nefsis, any entity that has common equity ownership with Nefsis (whether wholly, majority, or minority owned by the common owner), and any officer, director, employee, consultant, agent, representative, joint venture or joint venture partner of Nefsis or such parent, subsidiary or other entity.

b. “Agreement” means, together, these Terms of Service and the Privacy Policy.

c. “Conference” means, collectively, a unique web conference session hosted and delivered through the Site, the Software and the Services, and all data, packets, information, communication or other material transmitted, copied, uploaded, transferred, controlled, downloaded, recorded (whether or not recorded with Nefsis functionality or any other installed or stand-alone device or medium) or otherwise made available with respect to such unique conference session, including your Content.

d. “Content” means any data, packets, information, communication or other material that is transmitted, copied, uploaded, transferred, controlled, downloaded, recorded (whether or not recorded with Nefsis functionality or any other installed or stand-alone device or medium) or otherwise made available through the Site, the Software and the Services whether or not using your Log-In Information, including without limitation any and all documents, articles, transcripts, audio clips, caricatures, computer programs, designs, icons, illustrations, images, logos, multimedia, photographs, sounds, text, trademarks, video clips, Personally Identifiable Information, identities and likeness of Persons, recordings, and any other spoken, written or electronic expressions or works.

e. “Nefsis Contact Interface” means that portion of the Site, the Software and the Services that allows users to generate and maintain contact lists, send pop-up messages to or text chat with contacts, select groups of people with whom to exchange real time presence information, transfer files, and engage in related activities.

f. “Person” means any individual or legal entity.

g. “Personally Identifiable Information” means any information collected or maintained by Nefsis that identifies, or could be used to identify, you.

h. “Privacy Policy” means all of the terms and conditions of the Nefsis Privacy Policy, as in effect at any time, which can be found at www.nefsis.com.

i. “Service Request” means any written or electronic order that is initiated by you and accepted by Nefsis or any other methodology whereby you obtain access to and use the Site, the Software and the Services, whether or not you have paid anything to Nefsis.

j. “Services” means, as the context requires, (i) the web conference functions used or to be used by you through a free beta account, a free trial account, or a paid account as described in the applicable Service Request, or (ii) any other functions utilized by you or made available to you in conjunction with accessing the Site and the Software, including without limitation the Nefsis Contact Interface service.

k. “Site” means www.nefsis.com, any subdomains thereof, and any successor websites.

l. “Software” means the proprietary software and all associated documentation and other materials utilized by you or made available to you by Nefsis for use in accessing the Site and using the Services.

2. Grant of User License. Subject to your continued compliance with the terms and conditions of this Agreement, Nefsis hereby grants you a personal, non-exclusive, non-transferable, revocable license, during the Term: (i) to access and use the Site for personal or business purposes and not to download (other than page caching) or modify the Site, or any portion of it, (i) to install the Software (in object code and executable code format only), and (ii) to access and use the Services (the foregoing grant, the “License”). Upon the expiration or other termination of this Agreement, the License will immediately and automatically cease.

3. Ownership of Site, Software and Services. The Site, the Software and the Services are licensed, not sold, to you pursuant to, and solely for your use under, the terms and conditions of this Agreement and the License granted herein. Nefsis retains all right, title, and interest relating to or embodied in the Site, the Software and the Services, including without limitation all intellectual property rights, technology, software and copies relating thereto. You hereby agree to promptly enter into any further documentation required by Nefsis in its sole discretion to legally or commercially document, perfect or retain such ownership, including without limitation, if applicable, ensuring that your employees and/or contractors do the same.

4. Ownership of Marks. All brand names, graphics, logos, product names, service marks, domain names, trademarks and trade names relating to the Site, the Software and the Services (collectively, the “Marks”) are the property of Nefsis or its Affiliates. Nefsis and its Affiliates retain all right, title and interest, including all intellectual property rights, in and to the Marks. You are prohibited from using any of the Marks.

5. License of Content. You hereby grant to Nefsis, solely for the purpose of providing the Site, the Software and the Services, a non-exclusive, worldwide, royalty-free, fully-paid, transferable license to host, cache, record, copy, display, transmit, upload, transfer, control, download, record and distribute Content in connection with your use of the Site, the Software and the Services. Upon the expiration or other termination of this Agreement, this license will immediately and automatically cease except to the extent that Content is stored or otherwise retained by Nefsis pursuant to our data storage policies.

6. Disclaimers Regarding Content. Nefsis does not verify or endorse any Content. You are solely responsible for all Content including, if desired by you, the making and keeping of back-up copies of any or all Content. Nefsis has no responsibility or liability for the deletion or accuracy of Content, the failure to store, transmit or receive transmission of Content (whether or not processed by the Site, the Software and the Services), or the security, privacy, storage or transmission of other communications originating from any Conference or otherwise involving use of the Site, the Software or the Services.

7. Restrictions on Use of Site, Software and Services. You agree not to decompile, disassemble, reverse engineer, translate or otherwise attempt to learn the source code of the Site, the Software, or the Services. Unless expressly set forth in this Agreement, you may not create, assign, copy, create derivative works of, deliver, distribute, lease, loan, modify, pledge, rent, sell, sublicense, timeshare, use or otherwise transfer, directly or indirectly, the Site, the Software or the Services, any portion thereof or any rights thereto. You may not remove any Marks, copyright notices or other proprietary rights or markings from, or alter or add to any Marks, copyright notices or other proprietary rights or markings contained within, the Site, the Software or the Services. You are prohibited from reselling or acting as a service bureau for the Site, the Software or the Services or any component thereof, except by prior written agreement with Nefsis.

8. User Representations, Warranties and Covenants. You hereby represent, warrant, and covenant, with the knowledge and understanding that Nefsis and its Affiliates will rely on these representations, warranties, and covenants, as follows:

a. Use of Site, Software and Services.

1. You have all necessary right, power and authority to enter into this Agreement and to perform the acts required of you hereunder including having (A) a valid license to use the software applications, third party or otherwise, that generate Content, and (B) the unrestricted right to submit and use the Content. Unless you have all requisite rights to submit and use Personally Identifiable Information and other information (whether belonging to you, to another participant in a Conference, or any third party) in connection with a Conference, you are not permitted to submit such Content or information to the Site or to otherwise use your Content in any manner that involves the Site, the Software or the Services.

2. Your ability to access and use the Site, the Software and the Services may require the payment of third party fees and charges (including but not limited to fees and charges such as telephone toll charges, airtime charges or Internet service provider fees, or fees or taxes imposed on Internet services, including any sales or use taxes, by governmental agencies). You are responsible for paying all such fees, charges and taxes. Nefsis is not responsible for any equipment you may need to be able to install the Software or to access or use the Site, the Software or the Services.

3. To gain access to and use the Site, the Software and the Services (other than to merely browse publicly-accessible areas of the Site), you will be required to provide an e-mail address and to create a log-in ID and password (collectively, “Log-In Information”). You are solely responsible for all activity occurring under your Log-In Information. You must keep your Log-In Information confidential and must not share your Log-In Information with third parties. Nefsis has no obligation or responsibility with regard to your use, distribution, disclosure or management of Log-In Information. Notwithstanding the foregoing, Nefsis may require you to change your Log-In Information if such Log-In Information is inconsistent with the terms of this Agreement. You agree that Nefsis may act in reliance, without investigation, upon any of your Log-In Information. We will not be required to inquire into the truth or evaluate the merits of any of your Log-In Information or any statement or representation contained in any notice or document presented by you. Any Person using your Log-In Information is conclusively deemed to have actual authority to engage in transactions using the Site, the Software and the Services and, accordingly, all transactions made by a Person using your Log-In Information are hereby authorized and approved by you, and you hereby agree to indemnify, defend and hold Nefsis harmless from any claims or damages arising from or relating to any such transactions.

b. Content.

1. You are the owner, authorized licensee or authorized user of all Content.

2. You will not publish, post, upload, record, link to or otherwise distribute or transmit any Content that: (a) infringes or violates, or would infringe or violate, any copyright, patent, trademark, service mark, trade name, trade secret, domain name or other intellectual property or proprietary right of Nefsis or any other Person, or any rights of publicity or privacy of any Person; (b) violates any applicable law, statute, ordinance or regulation (including without limitation applicable laws and regulations concerning anti-discrimination, export controls, false advertising or unfair competition); (c) promotes, solicits, comprises or contains abusive, defamatory, excessively violent, harassing, inappropriate, indecent, lascivious, lewd, obscene, pornographic, profane, threatening, vulgar or otherwise inappropriate, objectionable or unlawful material; (d) is harmful to minors; (e) contains cancelbots, corrupted files, time bombs, Trojan horses, viruses, worms or any other similar data, programs or software that may damage, expropriate, intercept or interfere with any data, information, property or system of another Person or that may damage or interfere with the Site, the Software or the Services; (f) is materially false, misleading or inaccurate; (g) advocates, assists, incites, instructs, promotes or otherwise encourages violence or any illegal activity; (h) attempts to mislead others about your identity or the origin of any message or other communication, impersonates or otherwise misrepresents your affiliation with Nefsis or any other Person, or is otherwise false, misleading or inaccurate; or (i) contains information for which you do not have the right to permit Nefsis to collect and process.

c. Legal Compliance.

1. You are authorized to, and have the sole and exclusive right to, grant all licenses and other rights granted by you to Nefsis and its Affiliates pursuant to this Agreement.

2. You are solely responsible for your familiarity and compliance with any and all laws that may prohibit you from accessing or using any part or all of the Site, the Software or the Services or from participating in any Conference, or that may limit or regulate such participation or use.

3. You agree not to use the Site, the Software or the Services for any illegal purpose.

4. You agree to comply with all applicable local, state, national and international laws and regulations, including without limitation laws relating to intercepting, monitoring or recording communications, privacy and data protection, and public displays or performances. You further agree that neither this Agreement nor any other right or remedy of Nefsis requires Nefsis to exercise any right or remedy in order to benefit or protect anyone, although Nefsis reserves the right to do so in its sole discretion.

d. Credit Card Information. The credit card information supplied by you to Nefsis is, and shall at all times be, true, correct and complete. All credit card payments made by you to Nefsis will be honored by your credit card company.

e. Use Restrictions. You acknowledge and agree that any unauthorized use, copying or distribution of the Site, the Software or the Services is expressly prohibited by law and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. Without limitation, you agree not to do any of the following, each of which constitutes an unauthorized use:

1. Attempt to gain unauthorized access to the Site, the Software or the Services, or to other accounts, computer systems or networks connected to the Site, the Software and the Services, whether through hacking, password mining or any other means;

2. Falsify or delete any copyright management information, such as 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;

3. Obtain or attempt to obtain any materials or information through any means not intentionally made available through the Site, the Software and the Services;

4. Engage in any systematic extraction of data or data fields, including without limitation e-mail addresses;

5. Disrupt, interfere with or inhibit any other PersonÆs use and enjoyment of the Site, the Software or the Services;

6. Violate the rights of Nefsis or any third party, including without limitation abuse, defame, defraud, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of Nefsis or any third party;

7. Use any Nefsis domain name as a false or pseudonymous return e-mail address;

8. Use the Nefsis name to market or sell any goods or services (including advertising and making offers to buy or sell goods or services or implying that Nefsis in any manner endorses or is associated with such goods and services), unless Nefsis has given its prior written consent for such activity;

9. Use the Site, the Software and the Services in any manner that could damage, disable, overburden, impair or otherwise interfere with or disrupt the Site, the Software or the Services or any networks connected to the Site, the Software and the Services; or

10. Access or use the Site, the Software and the Services in any manner that could damage, disable, overburden or impair any Nefsis server or the networks connected to any Nefsis server.

f. Nefsis Contact Interface. You acknowledge and agree that the Nefsis Contact Interface allows Nefsis to obtain and record information about your contacts, your computer use, and your presence at your computer at any given time, among other information, and that Nefsis can utilize and maintain this information (1) for its own use, (2) to provide marketing communications to you, (3) to provide marketing communications to your contacts during any Trial Use or Beta Use, and (4) for disclosure to third parties (including government officials or pursuant to any court order) in accordance with applicable law or governmental request at any time.

9. Term, Renewal and Termination.

a. Term. The period of this Agreement (the “Term”) shall be as follows:

1. Trial Use and Beta Use. If you have subscribed to the Site, the Software and the Services on a trial basis as set forth in Section 50 (“Trial Use”) or on a beta basis as set forth in Section 51 (“Beta Use”), the period of this Agreement shall commence on the earlier of: (i) 12:00 a.m. on the date that Nefsis accepts your Service Request for such Trial Use or Beta Use, or (ii) 12:00 a.m. on the date that you first use the Site, the Software and the Services in a Trial Use or Beta Use (whether or not Nefsis has first accepted your Service Request). In each case, the period of this Agreement shall terminate immediately upon expiration of the limited time period granted by Nefsis in connection with the Trial Use or the Beta Use in the applicable Service Request, subject to earlier termination in accordance with Section 9(c).

2. Paid Use. Unless you have subscribed for Trial Use or Beta Use, the period of this Agreement shall commence on the earlier of: (i) 12:00 a.m. on the date that Nefsis accepts your Service Request, or (ii) 12:00 a.m. on the date that you first use the Site, the Software and the Services (whether or not Nefsis has first accepted your Service Request), in each case whether or not you have paid any money to Nefsis. In each case, the period of this Agreement shall continue until the date designated in the applicable Service Request, subject to automatic renewal in accordance with Section 9(b) or earlier termination in accordance with Section 9(c).

b. Automatic Renewal. At the end of a Term of Trial Use and Beta Use, you will have the option to renew this Agreement on a paid basis. If you choose not to renew on this basis, this Agreement will terminate at 11:59 p.m. PST (GMT minus 8 hours) on the last day of the Term. On the last day of each paid Term (which means any Term other than for Trial Use and Beta Use, whether or not you have paid any money to Nefsis), this Agreement shall automatically renew for another Term of the same length to begin at 12:00 a.m. PST (GMT minus 8 hours) on the following day (the “Renewal Date”), and your credit card will be charged for another Term, until and unless this Agreement is terminated prior to the Renewal Date in the manner set forth in Section 9(d). YOU WILL BE RESPONSIBLE FOR ALL SUBSCRIPTION FEES AND OTHER CHARGES INCURRED DURING EACH RENEWAL TERM. IT IS YOUR RESPONSIBILITY TO CANCEL THIS AGREEMENT IF YOU DO NOT WISH TO RENEW ANY TERM.

c. Methods of Termination.

1. If you fail to accept an update or amendment of this Agreement as described in Section 47, this Agreement shall automatically terminate.

2. Nefsis may at any time prior to the end of the Term, by sending you a notice of termination to the e-mail address included in your Log-In (which notice shall be effective upon being sent by Nefsis), or by other means permitted in Section 34(a), terminate this Agreement, the License, and your access to the Site, the Software and the Services, if:

A. You violate or breach one or more provisions of Section 2 (Grant of User License), Section 3 (Ownership of Site, Software and Services), Section 4 (Ownership of Marks), or Section 8 (User Representations, Warranties and Covenants); or

B. You violate or breach any other provision of this Agreement, and you do not cure such breach within five (5) business days of notice from Nefsis describing the breach in reasonable detail; or

C. Nefsis determines in its sole and exclusive judgment that terminating your access to the Site, the Software or the Services is advisable for security reasons, to protect Nefsis from liability, or to maintain the continued normal and efficient operation of, and a consistent quality of, the Site, the Software or the Services.

3. You may terminate this Agreement at any time, for any reason or no reason, by providing electronic notice to Nefsis via the Site at least twenty-four (24) hours prior to your Renewal Date or by sending a hard copy notice to Nefsis that is received by Nefsis at least five (5) business days prior to your Renewal Date; provided, however, that while your right to access to and use the Site, the Software and the Services will terminate immediately upon our receipt of such notice, all amounts payable by you to Nefsis must have been paid in full in order for such termination by you to be effective.

d. Consequences of Termination.

1. Upon termination of this Agreement, you must immediately cease using the Site (except for browsing publicly-accessible areas), the Software and the Services. Your rights to access any and all Content submitted to your account and processed by the Services shall terminate immediately upon termination of this Agreement.

2. Nefsis reserves the right to delete any data files associated with your use of the Site, the Software and the Services upon termination of this Agreement, including without limitation any data files associated with your Content or your Personally Identifiable Information.

3. No refund shall be due to you from Nefsis in the event of termination of this Agreement, for any reason, that occurs prior to the end of any period for which you have already paid for the Site, the Software and the Services.

4. Following termination, Nefsis reserves the right to retain your Personally Identifiable Information, subject to the Nefsis Privacy Policy, for the purpose of contacting you from time to time to provide information and to offer its products and services to you.

10. Credit Card Authorization. If you order the Services via the Site and are paying by credit card, only valid credit cards acceptable to Nefsis may be used to make payment. If this Agreement has not been validly terminated within twenty-four (24) hours of any Renewal Date (which Renewal Date will begin at 12:00 a.m.), your credit card will automatically be charged for another Term that is the same length as the Term just ended. Refunds, if any, will be credited to the same credit card. Throughout the Term and until all amounts due from you have been paid in full, you hereby authorize Nefsis to charge to any credit card provided by you to Nefsis all amounts due under this Agreement, including without limitation all payments, taxes and additional fees. If the card cannot be verified, is invalid or is not otherwise acceptable, your access to the Site, the Software and the Services may be deferred, suspended or cancelled by Nefsis without notice, and Nefsis may generate invoices for payment by you. In addition, Nefsis reserves the right to charge and collect from you a “bad account” fee of twenty-five dollars ($25.00) for each declined or rejected credit card transaction. You agree to update your credit card information on file with Nefsis to keep it current at all times. Nefsis may also require a secondary credit card number to be used only if the payment to Nefsis by your primary credit card is declined. You shall additionally be responsible for and shall immediately pay to Nefsis, on demand, any payments that are made to Nefsis on your credit card that are subject to a subsequent reversal. Questions regarding charges must be brought to the attention of our billing department in a notice sent in accordance with Section 34(b) within ninety (90) days after the end of the questioned billing period. You agree that Nefsis may submit charges for processing even if the credit card appears to have expired. Unless otherwise specified in the applicable Service Request, (a) all prices are given by and must be paid in United States dollars, and (b) all prices exclude applicable taxes, duties and similar charges, which will be charged to and payable separately by you.

11. Electronic Communications. The Site, the Software and the Services are conducted and provided by Nefsis electronically. You agree that Nefsis may communicate electronically with you with respect to any and all matters relating to the Site, the Software and the Services. The security of communications sent over the Internet (including by e-mail) is subject to many factors outside of the control of Nefsis. We do not guarantee the security or privacy of any such communications and shall bear no liability for any damages to you or any third party as a result of any such communications.

12. Privacy Policy. You acknowledge that you have accessed and read the Privacy Policy and that it is a part of this Agreement. If there is any conflict between the terms of the Privacy Policy and the terms of this Agreement, the terms of this Agreement shall control. Nefsis may make changes to the Privacy Policy from time to time. Such changes will be communicated to you in the text of the updated Privacy Policy posted on the Site. Please regularly check the “Nefsis Terms of Use” link on the home page of the Site to view the then-current Privacy Policy. You acknowledge and agree that Nefsis may receive, share and transfer information arising from your use of the Site, the Software and the Services (including without limitation Personally Identifiable Information), whether arising from Conferences or otherwise, with relevant service providers such as telecommunications providers and with government entities. You agree that Nefsis shall bear no liability to you for any such receipt, sharing or transfer. Any collection of information from Conference participants initiated by you or by any other participant in a Conference, including without limitation Personally Identifiable Information, will be stored on our servers on your behalf and under your control in accordance with our then-current storage policies; provided, that such information is subject to your own privacy policy, if any, and the Privacy Policy shall not apply to such collection and storage of participant information.

13. Disclosure of Personally Identifiable Information. Except as otherwise stated in the Privacy Policy or in Section 22 (Investigations), Section 50 (Trial Use) and Section 51 (Beta Use) of this Agreement, Nefsis will not share your Personally Identifiable Information with any third party. However, Nefsis in its sole discretion may (but has no obligation to) monitor or review your access to and use of the Site, the Software and the Services at any time. Nefsis may at any time without notice and in its sole discretion terminate access to, or use of, any area of the Site where information is posted or submitted, or may disclose any information related to your access to and use of the Site, the Software and the Services or the substance of any of your posted or submitted information as Nefsis deems necessary, including without limitation to comply with applicable law, regulation, legal process or governmental request. You agree to use extra care when disclosing any Personally Identifiable Information about yourself or your organization in any Conference or when posting or otherwise submitting any information to the Site or in any Conference, including Personally Identifiable Information. All required registration information that you provide to Nefsis must be current, complete, and accurate and must be kept up to date with Nefsis on a prompt, timely basis. If your use of and access to the Site, the Software and the Services includes password-restricted access to your sensitive information (such as, for example, customer lists and contractual terms), then by accessing or using the Site, the Software and the Services and setting up an account, you consent to the display and storage of such information by Nefsis and accept all risks of unauthorized access to such information.

14. Recording and Privacy Features. THE SITE, THE SOFTWARE AND THE SERVICES MAY ALLOW YOU TO RECORD CONFERENCES AND TO COLLECT AND UTILIZE IDENTIFYING INFORMATION ABOUT YOU AND OTHER CONFERENCE PARTICIPANTS, INCLUDING WITHOUT LIMITATION PERSONALLY IDENTIFIABLE INFORMATION SUCH AS A LIKENESS, NAME OR VOICE THAT IS DISPLAYED, PROCESSED, STORED OR TRANSMITTED AS PART OF A CONFERENCE OR CONFERENCE RECORD. The laws of some jurisdictions require the giving of notice to, or receipt of consent from, individuals prior to intercepting, monitoring and/or recording their communications. In addition, the laws of some jurisdictions restrict collection, storage and use of Personally Identifiable Information. You agree to comply with all applicable laws, to obtain all necessary consents, and to make all necessary disclosures before using the Site, the Software or the Services, including without limitation when using the recording feature. You acknowledge that any or all of your Content may be recorded and transmitted by other users in a Conference or with whom you otherwise communicate. When you participate in a Conference, you are responsible for the entire field of view of your camera and any information that is visible via your camera to any other Conference participant may be recorded and transmitted by that participant as well as recorded and stored by Nefsis. Such recording may be done by Nefsis functionality, by devices embedded in your computer, or by stand-alone devices such as cameras or mobile phones. Whether as a host, participant or otherwise, you are solely responsible for, and shall indemnify Nefsis and its Affiliates for, your access to and use of any third party data and information, including Personally Identifiable Information, that is communicated in a Conference or that you otherwise have access to through your use of the Site, the Software and the Services.

15. Content Access and Storage.

a. The Services are provided to you by automated means, namely the uploading of Content via the applicable Software tools for transmission, download and other use in connection with Conferences or other activities. Nefsis will not access, view or listen to any Content, except as follows: (1) as permitted under this Agreement, including the Privacy Policy, or (2) as necessary to maintain or provide the Site, the Software and the Services, including without limitation: (A) to respond to service requests; (B) to restore the applicable Content at your request in the event of a service interruption; (C) to conform to legal requirements or comply with legal process as deemed necessary or advisable by Nefsis in good faith; (D) to detect, prevent or otherwise address fraud, security or technical issues; (E) to enforce this Agreement, including investigation of potential violations hereof as further described in Section 22 (Investigations), or (F) if you have requested that Nefsis serve as host, producer, moderator, or facilitator for any Conference, presentation, or event as part of the Site, the Software and the Services.

b. At the request of a Conference host or any individual designated by the Conference host to conduct a Conference (the Conference host or such other individual, the “Presenter”), the Site, the Software and the Services may collect certain Personally Identifiable Information and other information, including without limitation the following: (1) which Conference slides were viewed by you; (2) your answers to polls initiated by any Presenter in a Conference; (3) real time “chat” between users of the Site, the Software and the Services, or between users and any Presenter; (4) your name, address, phone number, e-mail address, and other Personally Identifiable Information; and (5) any other Personally Identifiable Information or other information you provide to the Site, the Software and the Services, either of your own accord or as requested by any Presenter. Any Presenter in any Conference may see such information, and some information, such as “chat” or your questions, may be shared with other users of the Site, the Software and the Services at the request of any Presenter or as an automatic function of the Site, the Software and the Services.

c. Nefsis has no control over, and shall have no liability for, whether and in what manner any Presenter uses your Personally Identifiable Information in a Conference or otherwise. Nefsis does not pre-screen information that users provide or otherwise submit in using the Site, the Software and the Services. Nefsis may collect certain information regarding your use of the Site, the Software and the Services, such as the name of the Internet service provider and the Internet Protocol address through which you access the Internet; the time you access the Site, the Software and the Services; the pages that are accessed at the Site; and the Internet address of the website from which you linked to the Site. Nefsis uses this information to support the Site, the Software and the Services and, in accordance with any communications preferences indicated by you and as otherwise permitted under this Agreement, to send you communications regarding Nefsis, its products and services.

16. Non-US Residents. Personal information collected by Nefsis in connection with this Agreement may be stored and processed in the United States or any other country in which Nefsis or its Affiliates maintain facilities. You consent to any such transfer of information outside of your country of citizenship or residence.

17. Hazardous Environments or High Risk Activities. The Site, the Software and the Services are not designed for use in connection with any hazardous or high risk environments or activities or any circumstances requiring fail-safe performance or controls, including without limitation the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, life support machines or critical care facilities, rescue or emergency situations, surgery, weapons systems or any other environment or situation in which the failure of a Conference or of the Site, the Software or the Services could lead, directly or indirectly, to death, personal injury or material property damage. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING OR OF ANY LIMITS OR DISCLAIMERS OF NEFSIS CONTAINED ELSEWHERE IN THIS AGREEMENT, NEFSIS HEREBY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR ANY OF THE FOREGOING PURPOSES. YOU ACKNOWLEDGE AND AGREE THAT ANY USE BY YOU OR ON YOUR BEHALF OR AT YOUR INSTRUCTION (WHETHER EXPRESS OR IMPLIED) OF THE SITE, THE SOFTWARE AND THE SERVICES IN CONNECTION WITH ANY OF THE FOREGOING USES SHALL BE DONE SOLELY AND WHOLLY AT YOUR OWN RISK, AND THAT NEFSIS AND ITS AFFILIATES SHALL HAVE NO LIABILITY FOR ANY SUCH USE UNDER ANY CIRCUMSTANCE WHATSOEVER.

18. HIPAA Compliance. In accordance with the United States Health Insurance Portability and Accountability Act of 1996, as amended, to the extent that any Content constitutes “Protected Health Information” as defined in 45 Code of Federal Regulations (CFR) Section 164.5013.1, you agree that you may only use or disclose such Protected Health Information as permitted in the Standards for Privacy of Individually Identifiable Health Information codified at 45 CFR Part 160 and Part 164, Subparts A and E.

19. Downtime. While we strive to keep downtime to a minimum, from time to time the Site, the Software and the Services may be unavailable, whether due to periodic maintenance or otherwise. In the case of downtime longer than forty-eight (48) hours, and except as set forth below, Nefsis will issue you a credit for amounts previously paid for the Term during which the downtime occurs, as follows:

a. If during the Term of your paid use, downtime occurs for thirty (30) continuous and consecutive days or more, Nefsis will issue a full credit of the amount that you paid for that Term, for up to three months of Term service

b. If during the Term of your paid use, downtime occurs for more than five (5) but less than thirty (30) continuous and consecutive days, Nefsis will issue a credit for thirty (30) days of Term service.

c. If during the Term of your paid use, downtime occurs for five (5) continuous and consecutive days or less, a credit will be issued on a day-to-day basis for the number of days of downtime up to a maximum of three (3) days of Term of service.

Any credit for downtime will be applied to the credit card associated with your account not later than thirty (30) business days after the end of the Term in which the downtime occurs.

Downtime credit pursuant to this Section 19 will not issued for downtime caused by any of the following: (i) periodic maintenance (notice of which will be posted in advance on the Site at the point of user log-in and/or e-mailed to the e-mail address contained in your primary log-in information), (ii) any reason described in Section 42 (Force Majeure), or (iii) your inability to connect to or to access the Site, Software or Services due to problems related to your PC hardware, software, network, network setup or security, or your Internet service provider or any other similar problem.

20. No Endorsement. Nefsis does not represent or endorse the accuracy or reliability of any Content. You acknowledge that any reliance by you upon any Content (whether yours or others) shall be at your sole risk. Any Content placed on the Site by any user represents solely the views of the user posting the Content and does not represent the views of Nefsis.

21. Links to Third Party Sites. The Site may include links that will take you to other websites outside of the Site (collectively, the “Linked Sites”). The Linked Sites are provided by Nefsis to you as a convenience and the inclusion of such links does not imply any endorsement by Nefsis of any Linked Site. Nefsis has no control over the Linked Sites. Neither Nefsis nor its Affiliates are, and under no circumstances shall be, responsible for any content, product or service of any Linked Site. You acknowledge and agree that your visits to any of the Linked Sites shall be made solely at your own risk. You acknowledge and agree that Nefsis is not responsible for the contents of any Linked Site, any link contained in a Linked Site, or any changes or updates to a Linked Site. You further acknowledge and agree that Nefsis is not responsible for any form of transmission (e.g. webcasting) received from any Linked Site.

22. Investigations. Nefsis does not generally monitor user activity occurring in connection with the Site, the Software or the Services. However, if Nefsis becomes aware of any actual or possible violations by you of any provision of this Agreement, including without limitation Section 8 (User Representations and Warranties), Nefsis reserves the right to investigate such actual or possible violations and Nefsis may, at its sole discretion, immediately terminate this Agreement (including the License granted herein), or may change, alter or remove Content, in whole or in part, without prior notice to you. If, as a result of any such investigation, Nefsis believes that criminal activity has occurred or is occurring, Nefsis reserves the right to refer the matter to, and to cooperate with, any and all applicable law enforcement authorities. In connection with any such investigation, Nefsis is entitled, except to the extent prohibited by applicable law, to disclose to law enforcement or other government officials, as Nefsis in its sole discretion believes to be necessary or appropriate, any information (including without limitation Personally Identifiable Information), about you that is in our possession in connection with your use of the Site, the Software and the Services.

23. Government Use. Any Software that is downloaded from or made available via the Site for or on behalf of the United States of America or any of its agencies or instrumentalities (collectively, the “US Government”), is provided with restricted rights. Use, duplication or disclosure by the US Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause codified at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights codified at 48 CFR 52.227-19, as applicable. The manufacturer of the Software is Nefsis.

24. Notification of Copyright Infringement. Nefsis will, in appropriate circumstances as determined in its sole discretion, terminate this Agreement (including the License and other rights granted to you herein) if you infringe the intellectual property rights of others. Nefsis will investigate notices of copyright infringement and take appropriate actions under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) (“DMCA”). If you believe that any work of authorship has been used or copied in a way that constitutes copyright infringement and that such infringement is occurring in connection with the Site, the Software and the Services, please provide us with all of the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of what Conference the material that you claim is infringing is related to; (d) your address, telephone number, and e-mail address; (e) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (f) a written statement by you, made under penalty of perjury, that the above-described information in such notice is accurate and that you are either the copyright owner or authorized to act on the copyright ownerÆs behalf. All such notices shall be given to Nefsis following the procedure set forth in Section 34.

25. Export Control Laws. You acknowledge that the laws and regulations of the United States restrict the export and re-export of certain commodities and technical data of United States origin. Without limiting the foregoing, you acknowledge that the Site, the Software and the Services are or may be an “encryption item” subject to controls under the Export Administration Regulations promulgated by the United States Department of Commerce. You agree that you will abide by United States and other applicable export control laws, including without limitation refraining from engaging in any export or re-export of the Site, the Software or the Services in any form or manner that does, or may, constitute a violation of the export control laws of the United States or any foreign jurisdiction. You will similarly not use the Site, the Software and the Services or any Conference to transmit information to individuals that constitutes a deemed export prohibited by the Export Administration Regulations.

26. Restricted Access and Use. The Site, the Software and the Services are not available in certain countries or to certain Persons, the identity and composition of which may change from time to time in the sole discretion of Nefsis including, without limitation, in order to comply with current applicable laws and regulations. Nefsis reserves the right to deny access to and use of the Site, the Software and the Services to any country, jurisdiction, geographic region, or Person at any time and for any reason whatsoever, including without limitation to comply with applicable law.

27. Indemnification of Nefsis. You hereby agree to defend, indemnify and hold Nefsis and its Affiliates harmless from and against any and all claims, liabilities, damages or costs (including without limitation fees, costs and other expenses of attorneys and expert witnesses) arising out of or related to: (a) use of or access to the Site, the Software or the Services, including the Nefsis Contact Interface, by you or by any Person using your Log-In Information (whether or not such use is authorized by you), (b) any actual or alleged violation by you or by any Person using your Log-In Information (whether or not such use is authorized by you) of this Agreement or applicable law, including, without any limitation, any export control laws, (c) any actual or alleged infringement or violation by you or by any Person using your Log-In Information (whether or not such use is authorized by you) of any intellectual property, proprietary, privacy or other right of any Person, (d) any recordings made by you of the communications, likeness, name, voice or other Personally Identifiable Information of Conference attendees or any other users of the Site, the Software and the Services, (e) any claims or allegations for product liability, unsuitability or lack of fitness for a particular purpose, or any other claims or allegations arising out of or related to the use of your products, (f) any disputes between you and any other participant in a Conference or other user of the Site, the Software and the Services, (g) any credit-card funded payments to Nefsis that are reversed, or (h) your negligence or willful misconduct. In addition, the Person purchasing or opening an account in order to access and use the Site, the Software and the Services pursuant to this Agreement: (i) shall cause all other Persons who access the Site, the Software and the Services through such PersonÆs account to comply with the terms and conditions of this Agreement, (ii) agrees to pay all amounts due under this Agreement and to be responsible for all activity in such PersonÆs account with Nefsis, whether such activity is conducted by such Person or by third parties, including without limitation payment of fees incurred at the direction of any users of the Site, the Software or the Services, and (iii) shall defend, indemnify and hold Nefsis and its Affiliates harmless from and against any and all claims, liabilities, damages or costs (including without limitation fees, costs and other e xpenses of attorneys and expert witnesses) arising out of or related to any such use by such other Persons.

28. DISCLAIMER OF WARRANTIES. THE SITE, THE SOFTWARE AND THE SERVICES, AND ANY AND ALL CONFERENCES, ARE PROVIDED “AS IS”, ON AN “AS AVAILABLE” BASIS, “WITH ALL FAULTS”, AND WITHOUT ANY WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEFSIS HEREBY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, CONDITIONS AND DUTIES OF ANY KIND (IF ANY), WHETHER EXPRESS, IMPLIED OR STATUTORY, REGARDING THE SITE, THE SOFTWARE, THE SERVICES OR ANY CONFERENCE, INCLUDING WITHOUT LIMITATION ANY OF MERCHANTABILITY, OF FITNESS FOR ANY PARTICULAR PURPOSE, OF ACCURACY, OF AVAILABILITY OR COMPATIBILITY, OF WORKMANLIKE EFFORT OR OF NONûNEGLIGENT PERFORMANCE. THE SITE, THE SOFTWARE AND THE SERVICES ARE BUSINESS PRODUCTS, THE APPLICATION OF WHICH IS COMMERCIAL RATHER THAN CONSUMER-ORIENTED IN NATURE. IN ACCEPTING THIS AGREEMENT, YOU RECOGNIZE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THAT CONSUMER PROTECTION LAWS DO NOT APPLY TO YOUR USE OF THE SITE, THE SOFTWARE AND THE SERVICES NOR TO ANY OF THE TRANSACTIONS CONTEMPLATED BY AND CONSUMMATED PURSUANT TO THIS AGREEMENT.

29. LIMITATION ON LIABILITY. EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAW, YOU AGREE THAT ALL DAMAGES ARE EXCLUDED FROM ANY RECOVERY YOU MAY OBTAIN FROM NEFSIS UNDER OR PURSUANT TO THIS AGREEMENT, AND THAT YOU WILL NOT BE ENTITLED TO ANY DAMAGES UNDER ANY CIRCUMSTANCES, EXCEPT FOR THE DIRECT MONETARY DAMAGES THAT ARE ACTUALLY INCURRED BY YOU IN REASONABLE RELIANCE UPON THE SITE, THE SOFTWARE OR THE SERVICES (COLLECTIVELY AND IN THE AGGREGATE, “DIRECT DAMAGES”). ANY DIRECT DAMAGES, IF PROVEN, SHALL BE LIMITED TO THE AMOUNT YOU ACTUALLY PAID TO NEFSIS FOR THE SERVICES DURING THE THREE MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE CLAIM. WITHOUT LIMITING THE FOREGOING, YOU AGREE THAT THE FOLLOWING DAMAGES ARE EXCLUDED:

a. Any and all indirect, special, incidental, punitive and consequential damages.

b. Any and all damages for loss of profits or confidential or other information (including without limitation Personally Identifiable Information), for business interruption, for personal injury, for loss of privacy, for failure to meet any duty including of good faith or of reasonable care, or for emotional distress.

c. Any and all damages resulting from your inability to use the Site, the Software or the Services or to access data, information (including without limitation Personally Identifiable Information) or Content.

d. Any and all damages for any other claim arising out of or in connection with: (1) the statements or actions of any third party on or via the Site, the Software or the Services; (2) any dealings with vendors or other third parties; (3) any unauthorized access to or alteration of your transmissions, materials, information (including without limitation Personally Identifiable Information) or other data; (4) any information that is sent or received, or that is not sent or not received; (5) any failure to store, or loss of, data, files, materials or other Content; (6) any access to or use of the Site, the Software and the Services that is delayed or interrupted; (7) any Linked Sites; or (8) your access to or use of, or inability to access or use, any Linked Sites.

e. Any and all damages based on any theory of liability including statute, breach of contract, breach of warranty, tort (including negligence), product liability, negligent misrepresentation or otherwise, even if Nefsis or its Affiliates have been advised of the possibility of such damages and even if a remedy set forth in this Agreement is found to have failed of its essential purpose.

f. Any and all damages (including without limitation downtime) arising out of, related to, or based upon your inability to connect to or to access the Site, Software or Services due to problems related to your PC hardware, software, network, network setup or security, or your Internet service provider or any other similar problem.

g. Any and all damages for any pecuniary loss whatsoever, other than Direct Damages.

30. Exclusion of Implied Warranties. This Agreement gives you specific legal rights. You may also have other legal rights that vary from state to state. Some states or jurisdictions do not allow the exclusion of implied warranties or limitations on how long an implied warranty may last, so the limitations contained in this Agreement may not apply to you. To the extent permissible, the term of all implied warranties of Nefsis, if any, shall be limited to ninety (90) calendar days.

31. No Liability for Use or Content. You agree that neither Nefsis nor any of its Affiliates shall be liable for any Content or the access, recording, storage or other use by Nefsis thereof, including without limitation: (a) any Content that is sent, received, held, released or otherwise connected in any respect to the Site, the Software or the Services; (b) any Content that is sent but not received; (c) any access to or alteration of Content by you or any other Person; (d) any Content sent using, or included in, the Site, the Software and the Services; (e) any defamatory, illegal, obscene, offensive or threatening content; (f) the conduct of you or anyone else in using the Site, the Software or the Services; or (g) any infringement of another PersonÆs rights, including without limitation rights of privacy, intellectual property or data protection. Nefsis offers no guarantees and assumes no responsibility or liability of any type with respect to the third-party services, including without limitation any liability resulting from incompatibility between the Site, the Software and the Services and any third-party services. You agree that you will not hold Nefsis or any Affiliate responsible or liable with respect to any third-party services.

32. No Liability for Errors. The Site, the Software and the Services may include technical or other mistakes, inaccuracies or typographical errors. Nefsis may make changes to the Site, the Software and the Services, including the prices and descriptions of any products or services listed therein, at any time in its sole discretion and without notice to you or any other Person. The Site, the Software and the Services may be out of date, and Nefsis makes no commitment to update the Site, the Software and the Services at any time. Nefsis disclaims all liability with respect to the misuse, loss, modification or unavailability of any Customer information or materials.

33. Use at Your Own Risk. The use of the Site, the Software and the Services, and the downloading or other use of any information or materials therefrom, shall be done solely at your own discretion and risk and with your understanding that you will be solely responsible for any damage to your computer system or any loss of data or any other harm that results from such activities. Nefsis will not be liable for any loss that you may incur as a result of someone else using your Log-In Information, either with or without your knowledge. Nefsis shall have no responsibility if the Software has been altered in any way, whether by you or by a third party, or for any failure that arises out of your use of the Site, the Software and the Services with any hardware configuration, platform or operating system, including without limitation any failure related to or arising from your inability to connect to or to access the Site, Software or Services due to problems related to your PC hardware, software, network, network setup or security, or your Internet service provider or any other similar problem.

34. Notice. You and Nefsis will provide any required communication under this Agreement to each other as follows:

a. Notice to You. Notice shall be sent to you either (1) via electronic means to the e-mail address associated with your account and shall be deemed delivered when sent by Nefsis, or (2) by hard copy first class mail to the address contained in your Log-In Information and shall be deemed delivered five (5) calendar days after mailing.

b. Notice to Nefsis. Notice shall be sent to Nefsis either (1) via first class mail, registered, signature required and return receipt requested, or by express mail, or (2) via overnight courier with delivery signature required, in either case addressed to the principal place of business indicated on the Site, to the attention of the President. Any notice sent by you shall be deemed delivered when actually received and signed for by an authorized representative of Nefsis.

35. Release. You hereby release Nefsis and our Affiliates from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with (a) your use of the Site, the Software and the Services to host or access Conferences or for any other purpose whether or not contemplated or permitted by this Agreement, and (b) from any transaction, event, occurrence, injury or other damage arising from or related to any Conference you participate in and any Content in any such Conference. If you are a California resident you hereby waive the application to you of California Civil Code Section 1542, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if not known by him or her must have materially affected his or her settlement with the debtor.” If you are not a California resident, you hereby waive any applicable law that is similar to California Civil Code Section 1542.

36. Governing Law; Venue. This Agreement shall be construed in accordance with, and governed by, the laws of the State of California and applicable federal law. Each party to this Agreement agrees that any legal proceeding arising out of or otherwise relating to this Agreement shall be brought only in a state or federal court of competent jurisdiction sitting in San Diego County, California. Each party hereby irrevocably waives, to the fullest extent permitted by law, any objection that such party may now or later have to the venue of any such court.

37. Survivability. Sections 1 (Definitions), 3 (Ownership of Site, Software and Services), 4 (Ownership of Marks), 6 (Disclaimers Regarding Content), 9(d) (Consequences of Termination), 11 (Electronic Communications), 17 (Hazardous Environments of High Risk Activities), 18 (HIPAA Compliance), 23 (Government Use) and 25-50, inclusive, will survive any cancellation, termination, expiration, or suspension of this Agreement.

38. Time Limitation for Claims. You agree that regardless of any statute or law to the contrary, any claim or cause of action that you may have or allege against Nefsis or any Affiliate arising out of or related to use of the Site, the Software and the Services by you or any other Person must be filed within one (1) year after such claim or cause of action arose or be forever barred.

39. Reservation of Rights. Nefsis reserves all rights not expressly granted in this Agreement.

40. Invalidity. If any part of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, then such 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 will continue in full force and effect.

41. No Waiver. Our failure to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision unless expressly agreed to by Nefsis in a non-electronic writing manually signed by a duly authorized officer of Nefsis.

42. Force Majeure. Nefsis will not be liable for any non-performance or delay in performance caused by any event reasonably beyond the control of Nefsis including without limitation accidents, acts of God, the activities of hackers, civil commotion, earthquake, embargo, epidemics, explosion, fire, flood, force of nature, hostilities, malicious conduct, national emergency, revolutions, riots or wars, service outages resulting from equipment or software or telecommunications failures, power failures, network failures or failures of third party service providers (including providers of internet services and telecommunications).

43. No Third Party Beneficiaries. This Agreement is solely for the benefit of you, on the one hand, and Nefsis and its Affiliates, on the other hand. There are no third party beneficiaries of this Agreement.

44. Assignment. You may not assign this Agreement, or any rights or obligations hereunder, whether by contract, operation of law or otherwise, without the prior written consent of Nefsis. This Agreement may be assigned by Nefsis without notice to or consent from you.

45. Entire Agreement. This Agreement (including the Privacy Policy, which is by this reference incorporated into this Agreement in its entirety) constitutes the entire agreement and understanding between Nefsis and you with respect to the Site, the Software and the Services and supersedes all other prior or contemporaneous communications, agreements, understandings and proposals, whether written, oral, electronic or non-electronic, between Nefsis and you regarding its subject matter.

46. Admissibility. A printed version of this Agreement and of any notice given to you in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

47. Updates and Amendments. Nefsis may, at any time, amend the provisions of this Agreement (including the Privacy Policy incorporated herein). If you do not accept an amendment, this Agreement will terminate. This Agreement shall automatically incorporate and include any and all add-on components, amendments, features, modifications, supplements, updates and other functionality or messages related thereto, including without limitation alterations of availability, content, features, functionality, security, storage and other information relating to the Site, the Software or the Services (collectively, “Updates”) that Nefsis may provide or make available generally to its customers during the Term, subject to any additional terms and conditions, including any additional fees and costs, provided by Nefsis applicable to such Updates. You hereby authorize Nefsis to, and agree that Nefsis may, in accordance with our standard operating procedures as in effect at the applicable time, automatically and in good faith transmit, access, install and otherwise provide Updates from time to time, without further notice to you or need for consent from you. Nefsis has no obligation to, and nothing in this Agreement may be construed to require Nefsis to, create, provide or install Updates. Your access and use of the Site, the Software and the Services will always be subject to the most current versions of these Terms of Service and the Privacy Policy, as well as any and all rules and guidelines posted on the Site at the time of such use. Please regularly check the “Nefsis Terms of Use” link on the home page of the Site to view the then-current Terms of Service and Privacy Policy. Notwithstanding anything in this Section 47 to the contrary, if Nefsis posts amended terms on the Site, such terms will automatically become effective, and shall apply to this Agreement immediately upon being posted on the Site. By using the Site, the Software or the Services after such revised terms are posted, you agree to be bound by any such revised terms at the effective time. Therefore, you agree to periodically visit the Site to examine the then-current terms and conditions of this Agreement (including the Privacy Policy).

48. Authority. If you are an individual and are entering into this Agreement on behalf of an entity, you represent and warrant that you have due authorization from the governing body of such entity to enter into this Agreement and to bind such entity to all of the terms and conditions of this Agreement.

49. Headings. The headings of the sections and subsections in this Agreement are provided for convenience only and may not be deemed to affect its construction or interpretation.

50. Trial Use. If you have subscribed to the Site, the Software and the Services in a Trial Use, the following additional terms and conditions shall apply to your access to and use of the Site, the Software and the Services and, where inconsistent with any other terms and conditions of this Agreement, shall supersede any such conflicting terms or conditions:

a. As a trial user of the Site, the Software and the Services, your right to access and use the Site, the Software and the Services is limited as provided in this Agreement. This Trial Use of the Site, the Software and the Services might be offered by Nefsis at a later time with different features, for a fee, or not at all, as determined by Nefsis in its sole discretion.

b. Notwithstanding any communications preferences indicated by you in connection with your creation of Log-In Information or otherwise, you agree that Nefsis may contact you regarding the Site, the Software and the Services at any time during the Term of your Trial Use.

c. Nefsis shall be entitled to use your Personally Identifiable Information, including without limitation the identity of third parties with whom you communicate using the Site, the Software and the Services. By way of example and without limiting the foregoing, Nefsis may contact you and any such third parties to provide information, to offer its products and services, and to solicit comments and feedback regarding the Site, the Software and the Services, and Nefsis may send frequent e-mail communications to you and to such third parties for various marketing purposes, including to offer a free trial to such third parties.

d. You are not permitted to use or otherwise rely on the Site, the Software or the Services for any commercial or production purpose.

e. Following the end of the Term of your Trial Use, you may either purchase a paid subscription for another Term or decline to do so. If you decline, Nefsis reserves the right to retain your Personally Identifiable Information for the purpose of contacting you from time to time to provide information and to offer its products and services to you.

51. Use of Beta Version. If you are using the Site, the Software and the Services in a Beta Use, then the following additional terms and conditions shall apply to your access to and use of the Site, the Software and the Services and, where inconsistent with any other terms and conditions of this Agreement, shall supersede any such conflicting terms or conditions:

a. You acknowledge that the Site, the Software and the Services are in a “pre-release” format that does not represent a final product and, as such, it may contain bugs, errors and other problems that could cause system failures.

b. You acknowledge that: (1) Nefsis has not publicly announced the availability of the subsequent commercial version of the Site, the Software and the Services; (2) Nefsis has not promised or guaranteed to you that a subsequent commercial version of the Site, the Software and the Services will be announced or made available to anyone in the future; (3) Nefsis has no express or implied obligation to you or anyone else to announce or introduce a subsequent commercial version, or any other version, of the Site, the Software and the Services; (4) Nefsis may, in its sole discretion, determine whether or not to introduce products similar to or compatible with the Site, the Software and the Services; and (5) features or services contained in Beta versions may or may not be offered or available in any subsequent commercial release of the Site, Software or Services.

c. Except as otherwise provided in the Privacy Policy, Nefsis shall be entitled to use your Personally Identifiable Information, including without limitation the identity of third parties with whom you communicate using the Site, the Software and the Services. By way of example and without limiting the foregoing, Nefsis may contact you and any such third parties to provide information, to offer its products and services, and to solicit comments and feedback regarding the Site, the Software and the Services, and Nefsis may send frequent e-mail communications to you and to your contacts for various marketing purposes, including to offer free beta use to your contacts.

d. You are not permitted to use or otherwise rely on the Site, the Software and the Services for any commercial or production purpose.

e. Following the end of the Term of your Beta Use, you may either purchase a paid subscription for another Term or decline to do so. If you decline, Nefsis reserves the right to retain your Personally Identifiable Information for the purpose of contacting you from time to time to provide information and to offer its products and services to you.

IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT, DO NOT ACCESS OR USE THE SITE, DO NOT INSTALL THE SOFTWARE, AND DO NOT USE THE SERVICES.