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Terms of Use

Welcome to the ROI Commerce LLC ("ROI Commerce") web site (the "Web Site"). Please review the following terms and conditions concerning your use of the Web Site. By accessing, using or downloading any materials from the Web Site, you agree to follow and be bound by these terms and conditions (the "Terms"). If you do not agree with these Terms, please do not use this Web Site.

General Use Provisions
All materials provided on this Web Site, including but not limited to information, documents, products, logos, graphics, sounds, images, software, and services ("Materials"), are provided either by ROI Commerce or by their respective third party manufacturers, authors, developers and vendors ("Third Party Providers") and are the copyrighted work of ROI Commerce and/or its Third Party Providers. Except as stated herein, none of the Materials may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including but not limited to electronic, mechanical, photocopying, recording, or other means, without the prior express written permission of ROI Commerce or the Third Party Provider, except for purposes of internal use by licensed customers and alliance partners of ROI Commerce. Also, you may not "mirror" any Materials contained on this Web Site on any other server without ROI Commerce's prior express written permission.

Except where expressly provided otherwise by ROI Commerce, nothing on this Web Site shall be construed to confer any license under any of ROI Commerce's or any Third Party Provider's intellectual property rights, whether by estoppel, implication, or otherwise. You acknowledge sole responsibility for obtaining any such licenses. See the "Legal Contact Information" below if you have any questions about obtaining such licenses. Materials provided by Third Party Providers have not been independently reviewed, tested, certified, or authenticated in whole or in part by ROI Commerce. ROI Commerce does not provide, sell, license, or lease any of the Materials other than those specifically identified as being provided by ROI Commerce.

ROI Commerce hereby grants you permission to display, copy, distribute and download ROI Commerce's Materials on this Web Site provided that: (1) both the copyright notice identified below and this permission notice appear in the Materials; (2) the use of such Materials is solely for personal, non-commercial and informational use and will not be copied or posted on any networked computer, broadcast in any media, or used for commercial gain; and (3) the Materials are not modified in any way. This permission terminates automatically without notice if you breach any of these terms or conditions. Upon termination, you will immediately destroy any downloaded or printed Materials.

Any unauthorized use of any Materials contained on this Web Site may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes.

Forward-Looking Statements
This Web Site may contain forward-looking statements that involve risks, uncertainties and assumptions. If any of these risks or uncertainties materializes or any of these assumptions proves incorrect, the results of ROI Commerce LLC could differ materially from those expressed or implied by these forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including any projections of earnings, revenues, synergies, accretion or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statements concerning proposed new products, services, developments or industry rankings; any statements regarding future economic conditions or performance; any statements of belief and any statements of assumptions underlying any of the foregoing.

The risks, uncertainties and assumptions referred to above include, but are not limited to, risks associated with the eBusiness service, software applications market; risks associated with customer and partner relations, such as risks associated with eBusiness applications and systems markets, the availability of ROI Commerce Technologies' products and services, customer implementation of products and services and relationships with customers, third-party vendors, systems integrators and other partners; the ability of ROI Commerce LLC to retain and motivate key employees and to successfully manage growth; risks associated with new versions and new products and the need to continue to expand product distribution and services offerings.

ROI Commerce assumes no obligation and does not intend to update these forward-looking statements.

  Links to Third Party Sites
This Web Site may contain links to web sites controlled by parties other than ROI Commerce. ROI Commerce is not responsible for and does not endorse or accept any responsibility for the contents or use of these third party web sites. ROI Commerce is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by ROI Commerce of the linked web site. It is your responsibility to take precautions to ensure that whatever you select for your use is free of viruses or other items of a destructive nature.

Third Party Publications
ROI Commerce has not co-authored, ratified, endorsed or adopted the information contained in any third party publications referenced on this Web Site by publishing it herein.

Third Party Statistics
ROI Commerce has not co-authored, ratified, endorsed or adopted any statistics provided by third parties by publishing them on this Web Site.

Software Use Restrictions
Any software that may be made available to download from this Web Site ("Software") is the copyrighted work of ROI Commerce and/or Third Party Providers. Use of the Software is governed by the terms of the end user license agreement that accompanies or is included with the Software ("License Agreement"). An end user agrees to the License Agreement terms by installing, copying, or using the Software. The Software is made available for downloading solely for use by end users according to the License Agreement. Without limiting the foregoing, the copying or reproduction of the Software to any other server or location for further reproduction or redistribution is expressly prohibited. Any reproduction or redistribution of the Software not in accordance with the License Agreement is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.

THE SOFTWARE IS WARRANTED, IF AT ALL, ONLY ACCORDING TO THE TERMS OF THE LICENSE AGREEMENT. EXCEPT AS MAY BE EXPRESSLY WARRANTED IN THE LICENSE AGREEMENT, ROI COMMERCE HEREBY DISCLAIMS ALL EXPRESS OR IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES, AND CONDITIONS WITH REGARD TO THE SOFTWARE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES, AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, EXCEPT TO THE EXTENT THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID. Installation assistance, product support and maintenance, if any, of the Software is available from ROI Commerce and/or the Third Party Providers, as applicable.

Restricted Rights Legend
Any Software which is downloaded from this Server for or on behalf of the United States of America, its agencies and/or instrumentalities ("U.S. Government"), is provided with Restricted Rights. Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable. Manufacturer is ROI Commerce LLC, 31628 Winners Circle, Cleveland, Ohio 44012.

Submissions
Except where expressly provided otherwise by ROI Commerce, all comments, feedback, information or materials submitted to ROI Commerce through or in association with this Web Site ("Submissions") shall be considered non-confidential and ROI Commerce's property. By providing such Submissions to ROI Commerce, you agree to assign to ROI Commerce, at no charge, all worldwide rights, title and interest in copyrights and other intellectual property rights to the Submissions. ROI Commerce shall be free to use and/or disseminate such Submissions on an unrestricted basis for any purpose. You acknowledge that you are responsible for the Submissions that you provide, and that you, not ROI Commerce, have full responsibility for the Submissions, including their legality, reliability, appropriateness, originality and copyright.

Disclaimer
EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE BY ROI COMMERCE, THE MATERIALS ON THE WEB SITE ARE PROVIDED "AS IS", ARE EXPERIMENTAL, AND ARE FOR COMMERCIAL USE ONLY, AND ROI COMMERCE HEREBY DISCLAIMS ALL EXPRESS OR IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES, AND CONDITIONS, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, EXCEPT TO THE EXTENT THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID. ROI COMMERCE MAKES NO REPRESENTATIONS, WARRANTIES, GUARANTIES, OR CONDITIONS AS TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY, OR COMPLETENESS OF ANY OF THE MATERIALS CONTAINED ON THE WEB SITE.

Further, ROI Commerce reserves the right to revise this website and to make changes in its contents at any time, without obligation to notify any person or entity of such revisions or changes.

Limitation of Liability
ROI COMMERCE SHALL NOT BE LIABLE FOR ANY DAMAGES SUFFERED AS A RESULT OF USING, MODIFYING, CONTRIBUTING, COPYING, DISTRIBUTING, OR DOWNLOADING THE MATERIALS. IN NO EVENT SHALL ROI COMMERCE BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGE (INCLUDING BUT NOT LIMITED TO LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA OR OTHER ECONOMIC ADVANTAGE), HOWEVER IT ARISES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF INFORMATION AVAILABLE FROM THIS WEB SITE, EVEN IF ROI COMMERCE HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. YOU HAVE SOLE RESPONSIBILITY FOR THE ADEQUATE PROTECTION AND BACKUP OF DATA AND/OR EQUIPMENT USED IN CONNECTION WITH THE WEB SITE AND YOU WILL NOT MAKE A CLAIM AGAINST ROI COMMERCE FOR LOST DATA, RE-RUN TIME, INACCURATE OUTPUT, WORK DELAYS, OR LOST PROFITS RESULTING FROM THE USE OF THE MATERIALS. YOU AGREE TO HOLD ROI COMMERCE HARMLESS FROM, AND YOU COVENANT NOT TO SUE ROI COMMERCE FOR, ANY CLAIMS BASED ON OR RELATED TO THE USE OF THE WEB SITE.

Local Laws; Export Control
ROI Commerce controls and operates this Web Site from its headquarters in the United States of America and makes no representation that these Materials are appropriate or available for use in other locations. If you use this Web Site from other locations, you are responsible for compliance with applicable local laws including but not limited to the export and import regulations of other countries. Unless otherwise explicitly stated, all marketing or promotional materials found on this Web Site are solely directed to individuals, companies or other entities located in the United States of America. You acknowledge and agree that Materials are subject to the U.S. Export Administration Laws and Regulations. Diversion of such Materials contrary to U.S. law is prohibited. You agree that none of the Materials, nor any direct product therefrom, is being or will be acquired for, shipped, transferred, or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals, nor be used for nuclear activities, chemical biological weapons, or missile projects unless authorized by the U.S. Government. Proscribed countries are set forth in the U.S. Export Administration Regulations. Countries subject to U.S. embargo are: Cuba, Iran, Iraq, Libya, North Korea, Syria, and the Sudan. This list is subject to change without further notice from ROI Commerce, and you must comply with the list, as it exists in fact. You certify that you are not on the U.S. Department of Commerce's Denied Persons List or affiliated lists or on the U.S. Department of Treasury's Specially Designated Nationals List. You agree to comply strictly with all U.S. export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required.

List of Analysts / Analyst Coverage
ROI Commerce LLC is followed by certain analysts mentioned on this Web Site. Please note that any opinions, estimates or forecasts regarding ROI Commerce LLC's performance made by these analysts are theirs alone and do not represent opinions, forecasts or predictions of ROI Commerce or its management. ROI Commerce does not by its reference to any analysts imply its endorsement of or concurrence with their information, conclusions or recommendations. Information provided by analysts is subject to change, and ROI Commerce cannot guarantee its accuracy.

General
This Web Site may include inaccuracies or typographical errors. ROI Commerce and the Third Party Providers may make improvements and/or changes in the products, services, programs, and prices described in this Web Site at any time without notice. ROI Commerce may periodically make changes to the Web Site. Any action related to these Terms will be governed by California law and controlling U.S. federal law. No choice of law rules of any jurisdiction will apply. These Terms represent the entire understanding relating to the use of the Web Site and prevail over any prior or contemporaneous, conflicting or additional, communications. ROI Commerce has the right to revise these Terms at any time without notice by updating this posting. Any rights not expressly granted herein are reserved by ROI Commerce.

Intellectual Property Notices
Elements of the Web Site are protected by trade dress and other laws and may not be copied or imitated in whole or in part. No logo, graphic, sound or image from the Web Site may be copied or retransmitted unless expressly permitted by ROI Commerce.

ROI Commerce, the ROI Commerce logo, and/or ROI Commerce products referenced herein are trademarks of ROI Commerce LLC, and may be registered in certain jurisdictions. ROI Commerce products and related documentation are protected by copyright and distributed under licenses restricting their use, copying and distribution. No part of a ROI Commerce product or related documentation may be used or reproduced in any form by any means without prior written authorization from ROI Commerce LLC. The products described in this document may be protected by one or more U.S. patents, foreign patents, or pending applications. ROI Commerce and the ROI Commerce logo are registered trademarks of ROI Commerce LLC. All other product names, company names, marks, logos, symbols, or other company product names may be trademarks or registered trademarks of their respective companies.

Copyright (C) 2006 ROI Commerce LLC, 31628 Winners Circle, Cleveland, Ohio 44012. All rights reserved.

Legal Contact Information
If you have any questions about these Terms, or if you would like to request permission to use any Materials, please contact the ROI Commerce Legal Department at (216) 373-3648.

For further information on Intellectual Property matters, contact ROI Commerce's Legal Department at 216-373-3648. Any questions, comments or issues regarding this website should go to: webmaster@roicommerce.com.