FilingFinder Terms of Service

1. Acceptance of Terms of Service

Welcome to the FilingFinder web site, member services and tools (collectively referred to herein as "FilingFinder"), owned and produced by eCollaborate, Inc. and any future subsidiary and affiliate corporations, successors, and assigns (referred to herein as "FilingFinder Provider"). FilingFinder is currently provided free of charge with the exception the Tools and Member services. These Terms of Service will govern your use of FilingFinder. BY USING ANY OF FilingFinder, YOU ARE INDICATING YOUR AGREEMENT TO BE BOUND BY THESE TERMS OF SERVICE AS SUCH TERMS MAY BE MODIFIED FROM TIME TO TIME. These Terms of Service govern your use of FilingFinder and all services provided in connection with FilingFinder. If you do not agree to these Terms of Service, please do not enter FilingFinder, become a member or use any of the tools.

From time to time FilingFinder Provider may supplement these Terms of Service with additional terms pertaining to specific content or events ("Additional Terms"), which Additional Terms may be placed on FilingFinder to be viewed in connection with the specific content or events and shall be identified as such. You understand and agree that such Additional Terms are hereby incorporated by reference into these Terms of Service.

2. Registration Information/Privacy Policy

FilingFinder Provider employs a third-party payment processing system. If you are paying for your membership using one of these payment processing systems, you will be required to provide your name, e-mail address, and credit card information.

Any information provided by you or gathered by FilingFinder Provider or third parties during any visit to FilingFinder shall be subject to the terms of the FilingFinder Privacy Policy, which is incorporated herein by reference. Click here if you wish to read the FilingFinder Privacy Policy. FilingFinder Provider reserves the right to offer you third party services and products.

FilingFinder Provider reserves the right to terminate your FilingFinder membership if FilingFinder Provider learns that you have provided false or misleading registration information.

3. Termination

FilingFinder Provider reserves the right, at its sole discretion, to immediately, without notice, suspend or terminate (i) these Terms of Service; and/or (ii) your subscription(s) with or ability to access FilingFinder and/or any other service provided to you by FilingFinder Provider upon any breach by you of the Terms of Service.

4. Modifications of these Terms of Service

FilingFinder Provider may modify these Terms of Service from time to time in its sole discretion. If these Terms of Service change, a note will be posted only for those paying for services. No notice will be provided on free public pages. Specifically the FilingFinder membership page, or tool purchase page will contain a notice requesting that you review this document again. If you do not agree to the changes in the Terms of Service as they may occur, please arrange to terminate your registration with FilingFinder Provider immediately (i) by notifying FilingFinder Provider of your unwillingness to accept the changes to the Terms of Service; and (ii) by discontinuing your use of FilingFinder. Your continued use of FilingFinder will signify your acceptance of any change in the terms and conditions set forth herein.

5. Modifications to FilingFinder

FilingFinder Provider may modify FilingFinder.com with or without notice to you and without liability to you or any third party. If FilingFinder.com is discontinued for any reason paid members may request a refund of a prorated amount of their current subscription cost. FilingFinder Provider reserves the right to change product offerings membership content and/or membership fees at any time. Changes in fees will be applicable at the next billing cycle.

6. No License; Intellectual Property Rights (No License for Derivative Works)

Except as expressly provided, nothing within FilingFinder shall be construed as conferring any license under any of the FilingFinder Provider's or any third party's intellectual property rights, whether by estoppel, implication, waiver, or otherwise. Without limiting the generality of the foregoing, you acknowledge and agree that certain Content available through and used to operate the FilingFinder is protected by copyright, trademark, patent, or other proprietary rights of FilingFinder Provider and its affiliates, licensors, and service providers. Except as expressly provided to the contrary, you agree not to modify, alter, or deface any of the trademarks, service marks, or other intellectual property made available by FilingFinder. You agree not to use any of the trademarks or service marks or other content accessible through FilingFinder of any purpose other than the purpose for which such content is made available. You agree not to defame or disparage FilingFinder, the trademarks or service marks of FilingFinder, or any aspect of FilingFinder. You agree not to adapt, translate, modify, decompile, disassemble, or reverse engineer FilingFinder or any software or programs used in connection with FilingFinder.

No right or license is granted under any copyright, patent or trademark of FilingFinder Provider to any party. Information, analysis and other products or services of FilingFinder Provider solely provided for the use of the recipient for their personal use and may not be repackaged or resold to any party in any form including derivative works. If you are interested in producing derivative works for resale from FilingFinder content please contact licensing@FilingFinder.com

7. Submission of Ideas

FilingFinder is always improving its products and services and developing new features. If you have ideas regarding improvements or additions to FilingFinder, we would like to hear them -- but any submission will be subject to these Terms and Conditions. UNDER NO CIRCUMSTANCES SHALL ANY DISCLOSURE OF ANY IDEA OR RELATED MATERIALS TO FilingFinder BE SUBJECT TO ANY OBLIGATION OF CONFIDENTIALITY OR EXPECTATION OF COMPENSATION. BY SUBMITTING THE IDEA AND/OR ANY RELATED MATERIAL TO FilingFinder, YOU ARE WAIVING ANY AND ALL RIGHTS THAT YOU MAY HAVE IN THE IDEA OR ANY RELATED MATERIALS AND ARE REPRESENTING AND WARRANTING TO FilingFinder THAT THE IDEA AND/OR RELATED MATERIALS ARE WHOLLY ORIGINAL WITH YOU, THAT NO ONE ELSE HAS ANY RIGHTS IN THE IDEA AND/OR MATERIALS AND THAT FilingFinder IS FREE TO IMPLEMENT THE IDEA AND TO USE THE MATERIALS IF IT SO DESIRES, AS PROVIDED OR AS MODIFIED BY FilingFinder, WITHOUT OBTAINING PERMISSION OR LICENSE FROM ANY THIRD PARTY.

8. Content of Messages

You alone are responsible for the content of your messages, and the consequences of any such messages. FilingFinder Provider reserves the right to terminate your service if it becomes aware and determines, in its sole discretion, that you are violating any of the following guidelines.

Any use by you of any other member's information, personal or otherwise, for any commercial purpose or to obtain direct financial gain (e.g. mass marketing) is prohibited. Any such use shall be deemed to be a violation of these Terms of Service. Individual FilingFinder memberships are to be accessed only by a single individual.

You further agree not to use FilingFinder to send or post on message boards or any place on FilingFinder, any message or material that is unlawful, harassing, libelous, defamatory, abusive, threatening, obscene, harmful, profane, vulgar, sexually oriented (unless within the scope of the topic area of a message board as determined by FilingFinder Provider in its sole discretion), inaccurate, racially offensive, or otherwise objectionable material of any kind or nature or that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation, or encourage the use of controlled substances. For purposes of the immediately preceding sentence, "masked" vulgarity, obscenity or profanity (e.g. "f*ck") is deemed to be equivalent to including the actual objectionable word, phrase or symbol in your post, message or otherwise on FilingFinder. FilingFinder Provider reserves the right to delete any such material from the site. FilingFinder Provider will cooperate fully with any law enforcement officials and/or agencies in the investigation of any person or persons who violate the Terms of Service contained in this Section 8.

You agree not to impersonate any other person or entity, whether actual or fictitious, including impersonating an employee or consultant of FilingFinder Provider. You further agree not to use an inappropriate member name of any kind.

You agree not to post or use FilingFinder to distribute or send any illegal material of any kind, including but not limited to, illegal material in the form of text, graphics, video, programs or audio. Posting content or participating in any form of discussion with the intention to commit any illegal activity is strictly prohibited.

You acknowledge that (i) FilingFinder permits access to content that is protected by copyrights, trademarks and other intellectual and proprietary rights ("Rights"); (ii) these Rights are valid and protected in all media and technologies existing now or later developed; and (iii) except as explicitly provided otherwise, the Terms of Service and applicable copyright, trademark and other laws govern your use of such content. You may not post to FilingFinder, copy, retransmit, reproduce, distribute, publish, commercially exploit or otherwise transfer any material subject to any Rights. The burden of determining that any information, software, images or any other content on FilingFinder is not protected by Rights rests with you. You acknowledge that FilingFinder Provider may acquire Rights to use any posted materials as described below, and that you will not acquire any of those Rights by downloading such materials.

By submitting content, which shall include your member name, to any "public area" of FilingFinder, including message boards, you grant FilingFinder Provider a royalty-free, perpetual, irrevocable, non-exclusive right (including any moral rights) and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, communicate to the public, perform and display the content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed, for the full term of any Rights that may exist in such content. You also warrant that the holder of any Rights, including moral rights in such content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You also permit any member to access, display, view, store and reproduce such content for personal use. Subject to the foregoing, the owner of such content placed on FilingFinder retains any and all Rights that may exist in such content.

ANYTHING CONTAINED HEREIN TO THE CONTRARY NOTWITHSTANDING, BY SUBMITTING CONTENT TO ANY MESSAGE BOARDS OR ANY OTHER AREA ON FilingFinder, YOU HEREBY EXPRESSLY PERMIT FilingFinder PROVIDER TO IDENTIFY YOU AS THE CONTRIBUTOR OF SUCH CONTENT IN ANY PUBLICATION IN ANY FORM, MEDIA OR TECHNOLOGY NOW KNOWN OR LATER DEVELOPED IN CONNECTION WITH THE CONTENT, UNLESS YOU OTHERWISE NOTIFY FilingFinder PROVIDER IN WRITING AT THE TIME YOU SUBMIT THE CONTENT THAT YOU DO NOT WISH TO BE IDENTIFIED.

9. Third Party Services

You may order services or merchandise through FilingFinder from other persons not affiliated with FilingFinder Provider (referred to herein as "Seller"). All matters concerning the merchandise and services desired from Seller, including but not limited to purchase terms, payment terms, warranties, guarantees, maintenance and delivery, are solely between you and Seller. FilingFinder Provider makes no warranties or representations whatsoever with regard to any goods or services provided by Sellers. You will not consider FilingFinder Provider nor will FilingFinder Provider be construed as a party to such transactions, whether or not FilingFinder Provider may have received some form of revenue or other remuneration in connection with the transaction or be liable for any costs or damages arising out of, either directly or indirectly, you or any other person involved or related to the transaction.

10. Membership Username and Password

You are responsible for maintaining the confidentiality of your information and password. You shall be responsible for all uses of your registration, whether or not authorized by you. You agree to immediately notify FilingFinder Provider of any unauthorized use of your membership or password via our Contact Form.

11. Notification of Any Possible Copyright Infringement

In the event you believe that material or content published on the FilingFinder site may infringe on another's or your copyright, please send a detailed message to us via our Contact Form

12. Disclaimer of Warranties

YOU EXPRESSLY AGREE THAT NONE OF THE INFORMATION CONTAINED ON THIS SITE CONSTITUTES A SOLICITATION, OFFER, OPINION, OR RECOMMENDATION BY FILINGFINDER TO BUY OR SELL ANY SECURITY, OR TO PROVIDE LEGAL, TAX, ACCOUNTING, OR INVESTMENT ADVICE OR SERVICES REGARDING THE PROFITABILITY OR SUITABILITY OF ANY SECURITY OR INVESTMENT.

YOU EXPRESSLY AGREE THAT USE OF FilingFinder IS AT YOUR SOLE RISK. FilingFinder IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. FilingFinder PROVIDER EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.

FilingFinder PROVIDER MAKES NO WARRANTY THAT FilingFinder SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT FilingFinder WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES FilingFinder PROVIDER MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE TOOLS ON FilingFinder. FilingFinder PROVIDER WILL NOT BE LIABLE FOR ANY DIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, WHETHER FORSEEABLE OR NOT, WHICH MAY RESULT FROM THE UNAVAILABILITY OR MALFUNCTION OF FilingFinder.

YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF FilingFinder IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA.

YOU UNDERSTAND AND AGREE THAT FilingFinder PROVIDER DOES NOT GUARANTEE THE ACCURACY OR COMPLETENESS OF ANY INFORMATION IN OR PROVIDED IN CONNECTION WITH THE SITE. FilingFinder PROVIDER IS NOT RESPONSIBLE FOR ANY ERRORS OR OMISSIONS OR FOR THE RESULTS OBTAINED FROM THE USE OF SUCH INFORMATION.

FilingFinder PROVIDER SHALL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE CAUSED, OR ALLEGED TO HAVE BEEN CAUSED, DIRECTLY OR INDIRECTLY, BY THE INFORMATION OR IDEAS CONTAINED, SUGGESTED OR REFERENCED IN FilingFinder. YOUR PARTICIPATION IS SOLELY AT YOUR OWN RISK. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FilingFinder PROVIDER, ITS EMPLOYEES, CONSULTANTS AND/OR EXPERTS SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

FilingFinder PROVIDER MAKES NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH FilingFinder OR ANY TRANSACTIONS ENTERED INTO THROUGH FilingFinder.

FilingFinder disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, or operability or availability of information or material displayed in or provided from FilingFinder. FilingFinder disclaims any responsibility for the deletion, failure to store, misdelivery, or untimely delivery of any information or material. FilingFinder disclaims any responsibility for any harm resulting from downloading or accessing any information or material on the Internet through FilingFinder.

FilingFinder PROVIDER IS NOT RESPONSIBLE FOR THE CONTENT ON THE INTERNET OR WORLD WIDE WEB PAGES THAT IS CONTAINED OUTSIDE THE FilingFinder WEB SITE. The sites displayed in the FilingFinder gallery or linked to by other FilingFinder services are developed by people over whom FilingFinder exercises no control. The gallery contents are produced by FilingFinder's automated machinery and computers, and FilingFinder cannot and does not screen the sites before including them in the gallery. The gallery may contain links to sites that some people find objectionable, inappropriate, or offensive. We cannot guarantee that the FilingFinder gallery will not link to unintended or objectionable content and assume no responsibility for the content of any site included in any gallery or otherwise linked to by FilingFinder. As a convenience to our members, we may provide links to resources which are beyond our control. We make no representations as to the quality, suitability, functionality or legality of any sites to which we may provide links, and you hereby waive any claim you might have against FilingFinder Provider with respect to such sites.

13. Limitation of Liability

UNDER NO CIRCUMSTANCES SHALL FilingFinder PROVIDER OR ITS LICENSORS BE LIABLE TO ANY USER ON ACCOUNT OF THAT USER'S USE OR MISUSE OF OR RELIANCE ON FilingFinder. ARISING FROM ANY CLAIM RELATING TO THIS AGREEMENT OR THE SUBJECT MATTER HEREOF SUCH LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, (EVEN IF FilingFinder PROVIDER OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON FilingFinder, FROM INABILITY TO USE FilingFinder, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF FilingFinder (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES). THIS LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON FilingFinder OR RECEIVED THROUGH ANY LINKS PROVIDED IN FilingFinder, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED ON FilingFinder OR RECEIVED THROUGH ANY LINKS PROVIDED IN FilingFinder. THIS LIMITATION SHALL ALSO APPLY, WITHOUT LIMITATION, TO THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, OR LOST DATA. SUCH LIMITATION SHALL FURTHER APPLY WITH RESPECT TO THE PERFORMANCE OR NON- LINKED OR RELATED IN ANY WAY TO, FilingFinder. SUCH LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.

SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

Without limiting the foregoing, under no circumstances shall FilingFinder Provider or its licensors be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, non-performance of third parties.

14. Indemnification

You agree to indemnify and hold each of FilingFinder Provider, their affiliates, officers, directors and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of FilingFinder, the violation of these Terms of Service by you, or the infringement by you, or any other user of your account, of any intellectual property or other right of any person or entity.

15. Applicable Law

These Terms of Service shall be governed by and construed in accordance with the laws of the State of Washington, without giving effect to any conflicts of laws provisions or your actual state or country of residence. In the event that a court of competent jurisdiction finds any provision of the Terms of Service conflicts with the law under which the Terms of Service are to be construed or if any such provisions are held invalid by a court of competent jurisdiction over the parties to the Terms of Service, such provision will be deemed to be restated to reflect as nearly as possible the original intentions of the parties in accordance with applicable law, and the remainder of these Terms of Service will remain in full force and effect. By registering for or entering FilingFinder, you consent and submit to the exclusive jurisdiction and venue of the state and federal courts located in Washington.

16. Remedies for Breach of these Terms by You

In the event that FilingFinder Provider determines, in its sole discretion, that you have breached any portion of these Terms of Service, or have otherwise demonstrated conduct inappropriate for the community of FilingFinder, FilingFinder Provider reserves the right to (i) warn you via e-mail that you have violated these Terms of Service; (ii) delete any content provided by you or your agent(s) to FilingFinder; (iii) delete all content provided by you to FilingFinder; (iv) discontinue your membership(s) with FilingFinder; (v) notify and/or send content to and/or fully cooperate with the proper law enforcement authorities for further action; and/or (vi) any other action which FilingFinder Provider deems to be appropriate.

If your membership(s) with or ability to access FilingFinder and/or any other service provided to you by FilingFinder Provider is discontinued by FilingFinder Provider due to your violation of any portion of these Terms of Service or for conduct otherwise inappropriate for the community of FilingFinder, then you agree that you shall not attempt to re-register with or access FilingFinder, and/or any other service provided by FilingFinder Provider, through use of a different member name or otherwise. In the event that you violate the immediately preceding sentence, FilingFinder Provider reserves the right, in its sole discretion, to immediately take any or all of the actions set forth in subsections (ii), (iii), (iv), (v) and (vi) above without any notice or warning to you.

17. Miscellaneous

The failure of either party to insist upon or enforce strict performance by the other party of any provision of the Terms of Service or to exercise any right under the Terms of Service will not be construed as a waiver or relinquishment to any extent of such party's right to assert or rely upon any such provision or right in that or any other instance, rather, the same will be and remain in full force and effect.

FilingFinder Provider may assign its rights and obligations under these Terms of Service and upon such assignment FilingFinder Provider may be relieved of any further obligation hereunder.

You represent to FilingFinder Provider that you have the authority to register with or visit FilingFinder according to these Terms of Service. FilingFinder Provider does not encourage, solicit, or permit visitors who are known to be under the age of 13 as FilingFinder members.

These Terms of Service and any Additional Terms (as such terms shall be identified when posted on FilingFinder) constitute the entire understanding between the parties as to the subject matter here of, and supersede all prior agreements and understandings. Any legally unenforceable provision of these Terms of Service will, at the election of FilingFinder Provider, be deleted or modified to correct the defect and, regardless, the remainder of the terms of these Terms of Service will remain valid and enforceable.

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