PREPSEEKER.COM – TERMS OF USE

1. General.
"PrepSeeker.com" is the interactive on-line computer service operated by PrepSeeker, Inc., a California corporation ("PSI"), consisting of information services and content provided by PSI, its affiliates and other third parties.

This Terms of Use Agreement (“Agreement”) sets forth the legally-binding terms and conditions that apply to use of PrepSeeker.com by "Visitors" (those who simply browse the PrepSeeker.com website) and by "Members" (those who have registered with PrepSeeker.com). The term "User" refers to a Visitor or a Member.

Access to and use of PrepSeeker.com is also governed by our Privacy Policy, which is incorporated into this Agreement by this reference.

By accessing or using PrepSeeker.com (regardless of whether the access or use is intended), each User agrees to comply with all of the terms and conditions of this Agreement, and with all applicable laws.  Each User should read this Agreement carefully and save it. Any User who does not agree with this Agreement must leave the PrepSeeker.com website and discontinue use of PrepSeeker.com immediately. Those who wish to become a Member and make use of the PrepSeeker.com services must read this Agreement and indicate acceptance during the registration process. The right to use PrepSeeker.com is personal to each User and is not transferable to any other person or entity.

2.  Eligibility
Access to, use of and membership in PrepSeeker.com is void where prohibited. By accessing and using PrepSeeker.com, each User represents and warrants that (a) all registration information submitted by such User is truthful and accurate; and (b) such User is age 13 or older. Any Membership may be terminated without notice if PSI has reason to believe that the Member is under the age of 13.

3. Changed Terms.
PSI shall have the right at any time to change or discontinue any aspect or feature of PrepSeeker.com, including but not limited to content, hours of availability, and equipment needed for access or use.  PSI shall have the right at any time to change or modify the terms and conditions applicable to the use of PrepSeeker.com, or any part thereof, or to impose new conditions, including, but not limited to, adding fees and charges for use. Such changes, modifications, additions or deletions shall be effective immediately upon notice thereof, which may be given by means including, but not limited to, posting on PrepSeeker.com. PSI may provide Members who have registered and provided an email address with notice of changes to these terms and conditions, but such notice shall be for convenience only and shall not be required for the effectiveness of the changes. Any use of PrepSeeker.com by a User after notice of such changes is posted shall be deemed to constitute acceptance by the User of such changes, modifications or additions.

4. Equipment.
Subscriber shall be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of PrepSeeker.com and all charges related thereto.

5. User Conduct.
PrepSeeker.com services are for the personal use of registered Members only and may not be used in connection with any educational or commercial endeavors except those that are specifically endorsed or approved by PrepSeeker.com.  The information obtained from any use of PrepSeeker.com may be disclosed to others only to facilitate the personal use of such information by the Member who obtained it, and such information may not otherwise be disclosed to any other person or entity, including but not limited to schools, teachers, students or friends. 

All forms of sub-licensing, reselling, republication or other form of distribution, including internet posting, electronic mailing, faxing, archiving in a public database, redistributing via a computer network, or in a printed form, to other parties of any information obtained from PrepSeeker.com, including username and password information, are strictly prohibited.

Each User shall use PrepSeeker.com for lawful purposes only, and shall not post or transmit through PrepSeeker.com any material which:

Users should carefully choose any information they post or otherwise make available on PrepSeeker.com.  Users should not disclose their telephone numbers, street addresses, last names, or other such personal identifying information in postings to chat rooms, forums or other public areas of PrepSeeker.com.

Each User who signs up to become a Member will be asked to choose a password. Each Member is entirely responsible for maintaining the confidentiality of his or her password. A Member is responsible for all use of that Member’s account, and for ensuring that all use of the Member’s account complies fully with the provisions of this Agreement.  No Member may use the account, username, or password of another Member at any time or disclose his or her password to any third party. Each Member agrees to notify PSI immediately if the Member suspects any unauthorized use of their account or access to their password.

Illegal and/or unauthorized use of PrepSeeker.com services, including unauthorized use or disclosure of any information obtained from PrepSeeker.com, collecting usernames and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email, soliciting Users to become subscribers to or members of other on-line information services, or unauthorized framing of or linking to the PrepSeeker.com website, is prohibited.  Any illegal or unauthorized use of PrepSeeker.com may result in termination of Membership privileges and/or appropriate legal action.

Any User who becomes aware of any illegal, unauthorized or inappropriate use of PrepSeeker.com should contact PSI at legal@prepseeker .com.

6. Disclaimer of Warranty; Limitation of Liability.
Each User expressly agrees that access to and use of PrepSeeker.com is at the User’s sole risk. Neither PSI, its affiliates nor any of their respective directors, officers, employees, agents, third party content providers or licensors warrant that access to or use of PrepSeeker.com will be uninterrupted or error-free; nor do they make any warranty as to the results that may be obtained from use of PrepSeeker.com, or as to the accuracy or reliability of any content, information, service or merchandise provided through PrepSeeker.com.

PrepSeeker.com is provided on an "AS IS" basis without warranty of any kind, express or implied.  PSI SPECIFICALLY DISCLAIMS ANY WARRANTIES OF TITLE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.  ADDITIONALLY, THERE ARE NO WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF ANY INFORMATION ON PrepSeeker.com.

Neither PSI, its affiliates nor any of their respective directors, officers, employees, agents, third party content providers or licensors shall be liable regardless of the cause or duration, for any errors, inaccuracies, omissions, untimeliness or other defects in, the information contained in PrepSeeker.com, or for any delay or interruption in the transmission thereof, or for any claims or losses arising therefrom or occasioned thereby.
IN NO EVENT WILL PSI, OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING PrepSeeker.com, BE LIABLE FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, ARISING OUT OF THE USE OF OR INABILITY TO USE PrepSeeker.com, EVEN IF PSI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Notwithstanding anything to the contrary contained in this Agreement, PSI’s liability to any User or other third party for any cause whatsoever and regardless of the form of action shall at all times be limited to the amount paid, if any, by the affected User to PSI for access to  and use of PrepSeeker.com. Each User hereby acknowledges and agrees that the provisions of this Section 6 shall apply to all content on PrepSeeker.com.

These disclaimers of warranty and liability apply to any damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, or unauthorized access to, alteration or use of information, whether for breach of contract, tort, negligence or any other cause of action.  Each User specifically acknowledges and agrees that PSI is not liable for defamatory, offensive or illegal conduct of other Users or third parties, and that the risk of injury from any of the foregoing rests entirely with the User.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN LIABILITY OR WARRANTIES SO SOME OF THE ABOVE LIMITATIONS AND DISCLAIMERS MAY NOT APPLY TO YOU. In such jurisdictions, PSI’s liability is limited to the greatest extent permitted by law.

7. Monitoring.
PSI shall have the right, but not the obligation, to monitor the content of PrepSeeker.com, including chat rooms, forums and other public areas, to determine compliance with this Agreement and any operating rules established by PSI and to satisfy any law, regulation or authorized government request. PSI shall have the right in its sole discretion to edit, refuse to post or remove any material submitted to or posted on PrepSeeker.com. Without limiting the foregoing, PSI shall have the right to remove any material that PSI, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable.

PSI assumes no responsibility for monitoring PrepSeeker.com for inappropriate content or conduct. If at any time PSI chooses, in its sole discretion, to monitor PrepSeeker.com, PSI nonetheless assumes no responsibility for any content, no obligation to modify or remove any inappropriate content, and no responsibility for the conduct of the User submitting any such content.

8. Indemnification.
Each User agrees to defend, indemnify and hold harmless PSI, its affiliates and their respective directors, officers, employees and agents, from and against all loss, liability, claim, demand and expense, including attorneys' fees, arising out of the use of PrepSeeker.com by such User.

9. Termination.
Either PSI or a User may terminate this Agreement at any time. Without limiting the foregoing, PSI shall have the right to immediately terminate a Member’s account in the event of any conduct by such Member which PSI, in its sole discretion, considers to be unacceptable, or in the event of any breach by such Member of this Agreement. The provisions of Sections 5, 6, 8, 9, 10, 11, 12, 13 and 14 shall survive any termination of this Agreement.

10. Trademarks.
“PrepSeeker” is a trademark of PSI. All rights reserved. All other trademarks appearing on PrepSeeker.com are the property of their respective owners.

11. Third Party Content.
PSI is not a publisher of content supplied by third parties and Users. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information providers, Users of PrepSeeker.com or any other third party, are those of the respective author(s) or publisher(s) and not of PSI. Neither PSI nor any third-party provider of information guarantees the accuracy, completeness, or usefulness of any information or content, nor its merchantability or fitness for any particular purpose. (Refer to Section 6 above for the complete provisions governing limitation of liabilities and disclaimers of warranty.)

PrepSeeker.com may contain links to other websites. PSI is not responsible for the content expressed on such websites, and such websites are in no way investigated, monitored or checked for accuracy or completeness by PSI. Inclusion of any linked website on PrepSeeker.com does not imply approval or endorsement of the linked website by PSI. Any User who accesses these third-party sites does so at their own risk.
PSI takes no responsibility for third party advertisements which are posted on PrepSeeker.com, nor does it take any responsibility for the goods or services provided by its advertisers.

In many instances, the content available through PrepSeeker.com represents the opinions and judgments of the respective information provider, User, or other third party not under contract with PSI. PSI neither endorses nor is responsible for the accuracy or reliability of any opinion, advice or statement made on PrepSeeker.com by anyone other than authorized PSI spokespersons while acting in their official capacities. Under no circumstances will PSI be liable for any loss or damage caused by a User’s reliance on information obtained through PrepSeeker.com.

It is the responsibility of each User to evaluate the accuracy, completeness or usefulness of any information, opinion, advice or other content available through PrepSeeker.com. Please seek the advice of professional advisors, as appropriate, regarding the evaluation of any specific information, opinion, advice or other content.

12. Miscellaneous.
This Agreement and any operating rules for PrepSeeker.com established by PSI constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to such subject matter. This Agreement shall be construed in accordance with the laws of the State of California, without regard to its conflict of laws rules. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions. The failure of either party to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision, and no waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not be given any legal import.

13. International Use.
PSI makes no representations that PrepSeeker.com is appropriate for use in all locations, or that transactions, products, instruments, or services discussed are available or appropriate for sale or use in all jurisdictions. Access to and use of PrepSeeker.com from a location outside of the United States will be through and to servers located in the United States, and all information provided will be processed and maintained in servers and internal systems located within the United States. Each User accesses PrepSeeker.com on their own initiative, and is responsible for compliance with applicable local laws or regulations.  Recognizing the global nature of the Internet, each User agrees to comply with all local rules regarding online conduct and acceptable content. Specifically, each User agrees to comply with all applicable laws regarding the transmission of data or information exported from the United States or the country in which such User resides. By using PrepSeeker.com, each User authorizes the export of their personal information to the United States and its storage and use as specified herein and in the PrepSeeker.com Privacy Policy. PSI’s legal obligations are subject to the laws of the State of California and the United States, regardless of the location of any User.

14. Copyrights and Copyright Agent.
PrepSeeker.com contains copyrighted material, trademarks and other proprietary information, including but not limited to text, software, photos, video, graphics, music and sound, and the entire contents of PrepSeeker.com are copyrighted as a collective work under the United States copyright laws. PSI owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to PSI. No User may modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of such content, in whole or in part. A Member may download copyrighted material for such Member’s personal use only. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without the express permission of PSI and the copyright owner. In the event of any permitted copying, redistribution or publication of copyrighted material, no changes in or deletion of attribution, trademark legend or copyright notice shall be made. Each User acknowledges that it does not acquire any ownership rights by downloading copyrighted material.

No User shall upload, post or otherwise make available on PrepSeeker.com any material protected by copyright, trademark or other proprietary right without the express permission of the proprietary right owner.  The burden of determining that any material is not protected rests with the User, who shall be solely liable for any damage resulting from any infringement of proprietary rights or any other harm resulting from such a submission. By submitting material to any public area of PrepSeeker.com, each User automatically grants, or warrants that the owner of such material has expressly granted PSI, the royalty-free, perpetual, irrevocable, non-exclusive right and license to (i) use, reproduce, modify, adapt, publish, display, perform, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term and any renewal term of any copyright that may exist in such material, and (ii) permit any other User to access, view, store or reproduce the material for that User’s personal use.

The foregoing provisions of this Section 14 are for the benefit of PSI, its subsidiaries, affiliates, third party content providers and licensors, and each shall have the right to assert and enforce such provisions directly or on its own behalf.

PSI respects the rights of all copyright holders. Any person who believes that their work has been copied in a way that constitutes copyright infringement on PrepSeeker.com should notify PSI promptly. Upon receipt of a proper notice of claimed infringement under the Digital Millennium Copyright Act ("DMCA"), PSI will respond expeditiously to follow the procedures specified in the DMCA to resolve the claim, including, where applicable, removing or disabling access to material claimed to be infringing. Pursuant to the DMCA, PSI has designated the Copyright Agent identified below as its agent for notification of claims of copyright infringement with respect to information residing, at the direction of a User, on the PrepSeeker.com website. The contact information is:

Email: legal@prepseeker.com
Attention: Copyright Agent