Terms & Conditions Governing the Purchase Order

WHEREAS, Curry Supply Co. (“Curry”) agrees to purchase those goods and/or services identified in this Purchase Order from the supplier of such goods and/or services identified herein (“Supplier”) pursuant to this Purchase Order and the provisions of these Terms and Conditions Governing the Purchase Order (“Terms and Conditions”).

WHEREFORE, intending to be legally bound, Curry and the Supplier agree as follows:

1) ENTIRE AGREEMENT. These Terms and Conditions constitute the entire agreement between the parties and may not be modified, assigned, amended, waived or transferred unless Curry specifically and expressly agrees in writing that such terms are accepted.

2) ACCEPTANCE. Unless otherwise agreed in writing and signed by Curry, acceptance is expressly limited to these Terms and Conditions and the Purchase Order to which these Terms and Conditions are attached. Any additional or different terms proposed by Supplier are rejected unless expressly agreed to in writing by an authorized representative of Curry's Purchasing Department.

3) CHANGE, CANCELLATION, TERMINATION. Curry may, from time to time, change, cancel, or terminate any or all parts of the Purchase Order even if Supplier is not in breach of any obligation. Upon Curry’s cancellation or termination, Supplier shall cease all services and deliver any goods or other deliverables that have been prepared up until the date of notification of cancelation or termination. Supplier shall not be paid for any amount of lost profits on canceled or terminated orders, or for any avoidable costs incurred after the date of termination.

4) TERMINATION FOR CAUSE. By written notice, Curry may terminate this Purchase Order, in whole or in part, for, among other reasons, failure of Supplier to comply with any of the Terms and Conditions of this Purchase Order. In the event of termination for cause, the Supplier shall be liable to Curry for any and all damages sustained (a) by reason of the default which gave rise to the termination or (b) as a result of the early termination, including without limitation any incremental cost of re-procuring similar goods or services. This right of termination is in addition to and not in place of any other rights or remedies that Curry may have at law or in equity.

5) DELIVERIES. Supplier shall comply with Curry's routing and shipping instructions. If such instructions are not attached or have not been previously received, the Supplier shall request instructions from Curry immediately. Curry reserves the right to refuse shipments made in advance of the schedule set forth in this Purchase Order. If Curry agrees to accept deliveries after the date of delivery has passed, Curry shall have the right to direct the Supplier to make shipment to the delivery point set forth in this Purchase Order by the most expeditious means and the total cost of such expedited shipment and handling shall be borne by the Supplier.

6) TITLE AND RISK OF LOSS. Unless specifically agreed otherwise, ownership, title and risk of loss of all goods furnished by Supplier shall remain with Supplier until receipt of the goods at Curry's designated location. Ownership, title and risk of loss of all goods and/or services furnished by Supplier shall transfer to Curry upon receipt and acceptance of the goods and services pursuant to these Terms and Conditions. Unless expressly provided to the contrary by the Purchase Order or the Terms and Conditions, the fact that title to supplies may pass to Curry shall not relieve Supplier of responsibility for all loss or damage to the supplies until such supplies are delivered at the point specified by this Order and are accepted by Curry.

7) EXTRA CHARGES. No additional charges of any kind, including charges for boxing, packing, cartage, or other extras will be allowed unless specifically agreed-to in writing in advance by Curry.

8) EXPORT CONTROLS. The Supplier shall comply with all applicable U.S. and foreign export control laws and regulations, including but not limited to the International Traffic in Arms Regulations (ITAR), 22 CFR Parts 120 through 130, the Export Administration Regulations (EAR), 15 CFR Parts 730 through 799 and/or other restrictions imposed by the Treasury Department’s Office of Foreign Asset Controls, in the performance of this Purchase Order. Supplier shall not disclose or provide to Curry or any employee or agent of Curry any data or technology subject to the licensing provisions of ITAR and EAR, without prior written notice to and advance written approval by the Curry. If the Supplier sends any such data or technology that is subject to export control, without notice of the applicability of such export control, Curry has the right to immediately terminate this Purchase Order.

9) EXCLUSIVE RIGHT TO TRADEMARK AND SERVICE MARKS. Supplier agrees not to take any action, or permit any action to be taken, that would interfere with, damage, destroy or otherwise be inconsistent with any trademarks, copyrights, or other protected intellectual property owned by Curry or any of its related entities.

10) CONFIDENTIAL RELATIONSHIP. Supplier shall treat as proprietary and confidential all specifications, drawings, blueprints, nomenclature, samples, models and other information supplied by Curry. Unless the written consent of Curry is first obtained, Supplier shall not in any manner advertise or publish or release for publications any statement mentioning Curry or the fact that Supplier has furnished or contracted to furnish to Curry items and/or services required by this Order, or quote the opinion of any employee of Curry. Supplier shall not disclose any information relating to this Order to any person not authorized by Curry to receive it. Supplier shall only use the information supplied by Curry to accomplish work covered by this Order and for no other purpose. Upon completion, all information is to be returned to Curry upon Curry's written request.

11) OWNERSHIP OF INVENTION CLAUSE. Supplier shall promptly disclose in writing to Curry any invention, work of authorship, or discovery that may be conceived, made or acquired by Supplier in conjunction with any work performed pursuant to this purchase order. Curry shall own the invention, improvement, work of authorship, or discovery, including but not limited to, all patents, U.S. and foreign Letter of Patents, copyrights and applications for copyright registration, applicable databases, trade secrets and other proprietary information.

12) DEFAULT. Curry may cancel this Purchase Order in whole or in part by written or electronic notice: (1) if the Supplier shall become insolvent or make a general assignment for the benefit of creditors or (2) if a petition under the Federal Bankruptcy Act is filed by or against the Supplier, or (3) if the Supplier fails to make delivery of the supplies or to perform the services within the time specified in this Order or any increments, or (4) if Supplier shall fail or refuse to proceed with this Purchase Order, or if Supplier shall fail to make delivery according to the delivery schedule.

13) EXCESS GOODS. Except for customary quantity variations recognized by trade practice, goods in excess of those specified will not be accepted, and such goods will be held at Supplier's risk and expense.

14) WARRANTY. Supplier warrants that the goods and/or services shall be free from defects in title, latent and patent defects in quality, workmanship, and shall be in full conformity with the specifications, drawings and/or samples. The Supplier also warrants that the material and/or services provided are fit for Curry's purpose, complies with all applicable laws, codes, and regulations, and conforms with all representations made by Supplier orally, or in writing, to Curry. These warranties shall survive acceptance of any payment for the material. Failure of Curry to reject the material shall not constitute a waiver of any of these warranties. The Supplier shall save Curry, its customers and any users harmless from any loss, damage or expense whatsoever, including attorney's fees and court costs, which may be suffered by breach of any of these warranties. In addition to this warranty, if the material contains a manufacturer's warranty, Supplier shall assign that warranty to Curry.

15) REMEDIES NOT EXCLUSIVE. The remedies available to Curry under this Purchase Order are not exclusive, but are in addition to such other remedies available to Curry by law.

16) PRICE WARRANTY. Supplier warrants that the prices for the goods and/or services sold to Curry are not less favorable than those currently extended to any other customer for the same or substantially similar goods and services in similar quantities. In the event Supplier reduces its price for such goods and/or services during the term of this Purchase Order, Supplier agrees to reduce the prices hereof correspondingly and to immediately refund any amounts paid by Supplier in excess of such price. Supplier warrants that prices shown on the Purchase Order shall be complete, and no additional charges of any type shall be added without Curry’s express written consent. Such additional charges include, but are not limited to, shipping, packaging, labeling, custom duties, taxes, storage, insurance, boxing, crating.

17) INDEMNIFICATION. Supplier shall defend, indemnify and hold harmless Curry against all damages, claims or liabilities and expenses (including attorneys' fees and court costs) arising out of or resulting in any way from any defect in the goods and/or services purchased, or from any act or omission of Supplier, its agents, employees or subcontractors in the performance of this Purchase Order. This indemnification shall be in addition to the warranty obligations of Supplier.

18) CHOICE OF LAW. Any claim or dispute arising from the Purchase Order or these Terms and Conditions shall be governed by the laws of and adjudicated within the federal or state courts located within the state in which Curry’s Purchasing Office, as indicated on the address noted on the face of this Purchase Order, is located. In the case of an adjudicated claim or dispute, the prevailing party shall be entitled to reasonable attorney’s fees from the non-prevailing party.

19) PRODUCT SUPPORT. The Supplier warrants that any goods purchased under the Purchase Order, including sub-assemblies and spare parts, shall be available to Curry during the operational life of the goods or ten years after the date of final shipment under this Order, whichever is later; In the event the Supplier discontinues manufacture of the aforementioned goods, sub-assemblies and spare parts therefore and does not provide for another qualified source, the Supplier shall make available to Curry all drawings, specifications, data, and know- how which will enable Curry or its customers to manufacture or procure the goods, sub-assemblies and spare parts under a royalty-free license which is granted; The Supplier shall support the goods purchased during the operational life of the goods or for a period of ten years from the date of final shipment under this Order, whichever is later. Support includes, but is not limited to, technical service and maintenance of Supplier's stock or sub-assemblies and spare parts as may be required to be ordered to support the operation of the goods.

20) INSPECTION AND REJECTION. All goods and/or services received are subject to inspection and to rejection by Curry if the material and/or services are defective and/or do not meet the requirements of the Purchase Order, Curry's specifications, industry or trade-specific common specifications, the warranty of merchantability, or its fitness for a particular purpose. Curry specifically reserves the right to have rejected goods and/or services replaced by the Supplier at the purchase price stipulated in the contract or to return the rejected goods and/or services for full credit at the price charged plus transportation charges.

21) MODIFICATION OF ORDER. This Order contains all the agreements and conditions of sale and no course or dealing or usage of the trade shall be applicable unless expressly incorporated in this Order. Curry reserves the right to change, by order supplement, any part of this Purchase Order. Upon receipt of such supplement or notice thereof, Supplier shall promptly take all practicable action to prevent such change from causing any unnecessary or unreasonable cost to Curry.

22) DEFECTIVE GOODS. If any of the goods and/or services fail to meet the warranties contained in these Terms and Conditions or any other warranties express or implied under agreement or law, Supplier, upon notice from Curry, shall promptly correct or replace the same at Supplier's expense. If Supplier shall fail so to do, Curry, may cancel the Purchase Order as to all such goods and/or services, and in addition, may cancel the remaining balance of the Purchase Order.

23) COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS. Supplier has or will comply with all applicable Foreign, Federal, State and Local laws and ordinances and all lawful orders, rules and regulations there under, including but not by way of limitation, the applicable provisions of the Fair Labor Standards Act of 1938 as amended (29 U.S.C. Sec. 201-219) and the Occupational Safety and Health Act of 1970 and all regulations and standards under those laws. The supplies, equipment and services furnished by Supplier shall comply with the above referenced laws and regulations.

24) INSURANCE. All personal property belonging to Curry in Supplier's custody or possession shall be at Supplier's risk from loss or damage from all hazards. If Supplier is required to enter premises owned, leased, occupied by or under the control of Curry during the performance of this Purchase Order, Supplier agrees to indemnify and hold harmless Curry, its officers and employees, from any loss, cost, damage, expense of liability by reason of property damage or personal injury, including death, of whatsoever nature or kind arising out of or as a result of such performance, whether arising out of the actions of Supplier or of its employees, subcontractors, and lower tier subcontractors; and Supplier and its subcontractors and lower tier subcontractors shall maintain public liability and property damage insurance in reasonable limits covering the obligations set forth above and will maintain required workmen's compensation insurance covering all employees engaged in the performance of this Purchase Order.

25) TAXES. Unless prohibited by law, Supplier shall pay and has included in the Purchase Order price any Federal, State or Local sales tax, transportation tax or other tax which is required to be imposed upon the items ordered thereunder, or by reason of their sale or delivery. Supplier shall also pay any applicable taxes imposed by any foreign jurisdiction.

26) ORDER OF PRECEDENCE. In the event of an inconsistency in the Purchase Order, these Terms and Conditions, or any other related agreement, the inconsistency shall be resolved by giving precedence in the following order: (a) any existing Master Service Agreement between the parties; the Purchase Order, (b) the Terms and Conditions; (c) specifications; (d) drawings; (e) any additional documents.

[end of Terms and Conditions]

Terms of Use

Welcome to the Curry Supply Company service (the “Service”). The following Terms of Use apply when you view or use the Service via our website located at www.currysupply.com Please review the following terms carefully. By accessing or using the Service, you signify your agreement to these Terms of Use. If you do not agree to these Terms of Use, you may not access or use the Service.

The Company respects the privacy of its Service users. Please refer to the Company’s Privacy Policy (found on the previous tab) which explains how we collect, use, and disclose information that pertains to your privacy. When you access or use the Service, you signify your agreement to this Privacy Policy.

The Service allows you to view information about Curry Supply Company’s products and services and access the sales department.

You need to be at least 13 years old and a resident of the United States to register for and use the Service.

If you are a user who signs up for the Service, will create a personalized account which includes a unique username and a password to access the Service and to receive messages from the Company. You agree to notify us immediately of any unauthorized use of your password and/or account. The Company will not be responsible for any liabilities, losses, or damages arising out of the unauthorized use of your member name, password and/or account.

Your permission to use the Site is conditioned upon the following Use Restrictions and Conduct Restrictions. You agree that you will not under any circumstances:

• post any information that is abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable and offensive
• use the service for any unlawful purpose or for the promotion of illegal activities
• attempt to, or harass, abuse or harm another person or group
• use another user’s account without permission
• provide false or inaccurate information when registering an account
• interfere or attempt to interfere with the proper functioning of the Service
• make any automated use of the system, or take any action that we deem to impose or to potentially impose an unreasonable or disproportionately large load on our servers or network infrastructure
• bypass any robot exclusion headers or other measures we take to restrict access to the Service or use any software, technology, or device to scrape, spider, or crawl the Service or harvest or manipulate data
• publish or link to malicious content intended to damage or disrupt another user’s browser or computer

When you create your own personalized account, you may be able to provide (“User Content”). You are solely responsible for the User Content that you post, upload, link to or otherwise make available via the Service. You agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. The Company, however, reserves the right to remove any User Content from the Service at its discretion.

• You are solely responsible for your account and the activity that occurs while signed in to or while using your account
• You will not post information that is malicious, false or inaccurate
• You will not submit content that is copyrighted or subject to third party proprietary rights, including privacy, publicity, trade secret, etc., unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content
• You hereby affirm we have the right to determine whether any of your User Content submissions are appropriate and comply with these Terms of Service, remove any and/or all of your submissions, and terminate your account with or without prior notice

You understand and agree that any liability, loss or damage that occurs as a result of the use of any User Content that you make available or access through your use of the Service is solely your responsibility. The Company is not responsible for any public display or misuse of your User Content. The Company does not, and cannot, pre-screen or monitor all User Content. However, at our discretion, we, or technology we employ, may monitor and/or record your interactions with the Service.

Opinions, advice, statements, offers, or other information or content made available through the Service, but not directly by the Company, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. The Company does not guarantee the accuracy, completeness, or usefulness of any information on the Service and neither does the Company adopt nor endorse, nor is the Company responsible for, the accuracy or reliability of any opinion, advice, or statement made by parties other than the Company. The Company takes no responsibility and assumes no liability for any User Content that you or any other user or third party posts or sends over the Service. Under no circumstances will the Company be responsible for any loss or damage resulting from anyone’s reliance on information or other content posted on the Service, or transmitted to users.

Though the Company strives to enforce these Terms of Use, you may be exposed to User Content that is inaccurate or objectionable. The Company reserves the right, but has no obligation, to monitor the materials posted in the public areas of the service or to limit or deny a user’s access to the Service or take other appropriate action if a user violates these Terms of Use or engages in any activity that violates the rights of any person or entity or which we deem unlawful, offensive, abusive, harmful or malicious. E-mails sent between you and other participants that are not readily accessible to the general public will be treated by us as private to the extent required by applicable law. The Company shall have the right to remove any such material that in its sole opinion violates, or is alleged to violate, the law or this agreement or which might be offensive, or that might violate the rights, harm, or threaten the safety of users or others. Unauthorized use may result in criminal and/or civil prosecution under Federal, State and local law. If you become aware of misuse of our Service, please contact us.

As part of the Service, the Company may provide you with convenient links to third party website(s) (“Third Party Sites”) as well as content or items belonging to or originating from third parties (the “Third Party Applications, Software or Content”). These links are provided as a courtesy to Service subscribers. The Company has no control over Third Party Sites and Third Party Applications, Software or Content or the promotions, materials, information, goods or services available on these Third Party Sites or Third Party Applications, Software or Content. Such Third Party Sites and Third Party Applications, Software or Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by the Company, and the Company is not responsible for any Third Party Sites accessed through the Site or any Third Party Applications, Software or Content posted on, available through or installed from the Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Applications, Software or Content. Inclusion of, linking to or permitting the use or installation of any Third Party Site or any Third Party Applications, Software or Content does not imply approval or endorsement thereof by the Company. If you decide to leave the Site and access the Third Party Sites or to use or install any Third Party Applications, Software or Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site or relating to any applications you use or install from the site.

(a) Termination of Repeat Infringer Accounts.The Company respects the intellectual property rights of others and requests that the users do the same. Pursuant to 17 U.S.C. 512(i) of the United States Copyright Act, the Company has adopted and implemented a policy that provides for the termination in appropriate circumstances of users of the Service who are repeat infringers. The Company may terminate access for participants or users who are found repeatedly to provide or post protected third party content without necessary rights and permissions.

(b) DMCA Take-Down Notices.If you are a copyright owner or an agent thereof and believe, in good faith, that any materials provided on the Service infringe upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (see 17 U.S.C 512) (“DMCA”) by sending the following information in writing to the Company’s designated copyright agent at:
Curry Supply Company
1624 Curryville Road
Martinsburg, PA 16662

1. The date of your notification
2. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed
3. A description of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site
4. A description of the material that is claimed to be infringing or to be the subject of infringing activity and information sufficient to enable us to locate such work; Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and/or email address
5. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law
6. A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed

(c) Counter-Notices.If you believe that your User Content that has been removed from the Site is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use the content in your User Content, you may send a counter-notice containing the following information to our copyright agent using the contact information set forth above:

1. Your physical or electronic signature
2. A description of the content that has been removed and the location at which the content appeared before it was removed
3. A statement that you have a good faith belief that the content was removed as a result of mistake or a misidentification of the content
4. Your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court in New York and a statement that you will accept service of process from the person who provided notification of the alleged infringement

If a counter-notice is received by the Company copyright agent, the Company may send a copy of the counter-notice to the original complaining party informing such person that it may reinstate the removed content in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may (in the Company’s discretion) be reinstated on the Site in 10 to 14 business days or more after receipt of the counter-notice.

By posting any User Content via the Service, you expressly grant, and you represent and warrant that you have a right to grant, to the Company a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, and/or likeness as contained in your User Content, if applicable, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service.

You acknowledge and agree that we and our licensors retain ownership of all intellectual property rights of any kind related to the Service, including applicable copyrights, trademarks and other proprietary rights. Other product and company names that are mentioned on the Service may be trademarks of their respective owners. We reserve all rights that are not expressly granted to you under this Agreement.

Communications made through the Service’s e-mail and messaging system, will not constitute legal notice to the Company or any of its officers, employees, agents or representatives in any situation where notice to the Company is required by contract or any law or regulation.

For contractual purposes, you (a) consent to receive communications from the Company in an electronic form via the email address you have submitted; and (b) agree that all Terms of Use, agreements, notices, disclosures, and other communications that the Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights.
We may also use your email address, to send you other messages, including information about the Company and special offers. You may opt out of such email by changing your account settings or mail to the following postal address:

Curry Supply Company
1624 Curryville Road
Martinsburg, PA 16662

Opting out may prevent you from receiving messages regarding the Company or special offers.

THE SERVICE, IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, REGARDING THE SERVICE INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, THE COMPANY MAKES NO WARRANTY OR REPRESENTATION THAT ACCESS TO OR OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES, INFORMATION, CONTENT OR OTHER MATERIAL OBTAINED FROM THE SERVICE. SOME JURISDICTIONS LIMIT OR DO NOT PERMIT DISCLAIMERS OF WARRANTY, SO THIS PROVISION MAY NOT APPLY TO YOU.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, DIRECTORS, OR EMPLOYEES, OR ITS LICENSORS OR PARTNERS, BE LIABLE TO YOU FOR ANY LOSS OF PROFITS, USE, OR DATA, OR FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, HOWEVER ARISING, THAT RESULT FROM (A) THE USE, DISCLOSURE, OR DISPLAY OF YOUR USER CONTENT; (B) YOUR USE OR INABILITY TO USE THE SERVICE; (C) THE SERVICE GENERALLY OR THE SOFTWARE OR SYSTEMS THAT MAKE THE SERVICE AVAILABLE; OR (D) ANY OTHER INTERACTIONS WITH THE COMPANY OR ANY OTHER USER OF THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS LIMIT OR DO NOT PERMIT DISCLAIMERS OF LIABILITY, SO THIS PROVISION MAY NOT APPLY TO YOU.

If you have a dispute with one or more users, a restaurant or a merchant of a product or service that you review using the Service, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

We can amend these Terms of Use at any time and will update these Terms of Use in the event of any such amendments. It is your sole responsibility to check the Site from time to time to view any such changes in the Agreement. If you continue to use the Site, you signify your agreement to our revisions to these Terms of Use. However, we will notify you of material chances to the terms by posting a notice on our homepage and/or sending an email to the email address you provided to us upon registration. For this additional reason, you should keep your contact and profile information current. Any changes to these Terms (other than as set forth in this paragraph) or waiver of the Company’s rights hereunder shall not be valid or effective except in a written agreement bearing the physical signature of an officer of the Company. No purported waiver or modification of this Agreement by the Company via telephonic or email communications shall be valid.

If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be construed consistent with applicable law. The remaining portions will remain in full force and effect. Any failure on the part of the Company to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.

You agree that any cause of action related to or arising out of your relationship with the Company must commence within ONE year after the cause of action accrues. Otherwise, such cause of action is permanently barred.

These Terms of Use and your use of the Site are governed by the federal laws of the United States of America and the laws of the State of Pennsylvania without regard to conflict of law provisions.

The Company may assign or delegate these Terms of Service and/or the Company’s Privacy Policy, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations under the Terms of Service or Privacy Policy without the Company’s prior written consent, and any unauthorized assignment and delegation by you is void.

YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE, UNDERSTAND THE TERMS OF USE, AND WILL BE BOUND BY THESE TERMS AND CONDITIONS. YOU FURTHER ACKNOWLEDGE THAT THESE TERMS OF USE TOGETHER WITH THE PRIVACY POLICY REPRESENT THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US AND THAT IT SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN US RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.