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SE Terms

By using your login credentials and accessing this this site, you agree to the following terms and conditions (hereinafter referred to as the "Agreement") governing your use of Ready to View, Inc.'s Showroom Exchange online service (hereinafter referred to as the "Service"). The use of the words "You" or "Your" shall serve to mean a registrant acting in his or her own personal capacity or on behalf of a business entity or d/b/a and/or any individual using the Service on behalf of a registered user. If You do not have authority to bind a business entity or d/b/a, or if You do not agree with these terms and conditions, You must not use the Service.

Welcome – As part of the Service, Ready to View, Inc., (hereinafter referred to as "SE" for Showroom Exchange) will provide You with use of the Service, via the Firefox or Chrome web-browser, unlimited support via phone and email, updates, access and storage of the data, information or content that You submit in our system and two (2) training sessions.

1. Privacy and Security; Disclosure; Communications

– SE's privacy policy may be viewed at http://www.showroomexchange.com/privacy.aspx. SE reserves the right to; modify its policies in its reasonable discretion. Please note that because Service is a hosted, online application, SE occasionally may need to communicate with Service users of important announcement regarding the operation and maintenance of Service. Said announcement shall be communicated via electronic mail or via popup announcements on its web-site.

2. License Grant and Restrictions

– SE hereby grants You a non-exclusive, non-transferable, right to use the Service, solely for your own internal business purposes, subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by SE. You shall not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service or Content in any way; (ii) modify or make derivative works based upon the Service; (iii) create internet links to the "Service" or "frame" or "mirror" any content on any other server or internet-based device; or (iv) reverse engineer or access the Service in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Service, or (c) copy any ideas, features, functions or graphics of the Service. You may use the Service only for Your internal business purposes and shall not: (1) send spam or otherwise duplicative or unsolicited messages in violation of applicable state and federal laws; (ii) send or store infringing, obscene, threatening, libelous, or otherwise unlawful tortuous material, including material harmful to children or violative of third party rights; (iii) send or store material containing software viruses worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (iv) attempt to gain unauthorized access to the Service or its related systems or networks.

3. Your Responsibilities Regarding Use of Service

– You are responsible for all activity occurring under Your user account(s) and shall abide by all applicable local, state, and federal laws in connection with Your use of the Service, including those laws relating to electronic marketing, data privacy, international communications, and transmissions of technical or personal data. You shall: (i) notify SE immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (ii) report to SE immediately any instances of copying or distributing of Service that is known or suspected by You or Your users; and (iii) not to falsely use the identity of any other SE user or provide false identity information to gain access to or use the Service.

4. Account Information and Customer Data; Effect of Non-Payment

– SE does not own any data, information or content that You submit to the Service in the course of using the Service (hereinafter referred to as "Customer Data"). You, not SE, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data, and SE shall not be responsible or liable for deletion, correction, destruction, damage, loss or failure to store Customer Data. You shall be responsible to verify all reports prior to making any business decisions. SE is not responsible for any miscalculation or misinterpretation of data. In the event that You terminate the Agreement, You shall be responsible for obtaining/exporting Your Customer Data out of SE prior to termination. In the event that You breach the Agreement, SE reserves the right to withhold access to, or remove and/or discard Customer Data without notice. Upon Your breach of the Agreement for non-payment of Service, SE shall withhold Customer Data for sixty (60) days after non-payment. Thereafter, Customer Data will be deleted if no payment is made within ninety (90) days from the date of non-payment. Finally, there will be a $350 retrieval fee for any and all Customer Data retrieved after it has been deleted by SE for up to 6 months from the date of non-payment.

5. SE Intellectual Property Ownership

– SE exclusively owns all rights, including but not limited to, intellectual property rights relating to the Service, and any and all paid or non-paid Service enhancements provided by You or anyone acting on Your behalf, regardless of whether SE does or does not implements these enhancements. The SE name, logo, and the product names associated with Service are trademarks of SE or third-parties, and no right or licenses to use said trademarks is granted with this Agreement.

6. Third Party Interactions

– During use of the Service, you may enter into correspondence with, purchase goods and/or services from, or participate in promotions of advertisers or sponsors showing their goods and/or services through the Service. Any such activities, terms, conditions, warranties or representations associated with such activities, are solely between You and the applicable third party. SE and its licensors shall have no liability, obligations or responsibility for any such correspondence, purchase or promotion between You and any such third-party. SE does not endorse any website on the internet that are linked through the Service. SE may provide websites to You only as a matter of convenience, and in no event shall SE or its licensors be responsible for any content, products, or other materials on or available from such websites. SE provides the Service to you pursuant to the terms and conditions of this Agreement. You recognize, however, that certain third-party providers of ancillary software, hardware or services may require your agreement prior to Your use of or access to, other software or hardware services. You expressly agree to be in compliance with CAN Spam Act as it relates to Your Service use. Please refer to the following FCC website for more the CAN Spam Act - http://www.fcc.gov/guides/spam-unwanted-text-messages-and-email

7. Payment of Fees For Service

– You shall pay all fees or charges at the time said fee or charge is due and payable. The setup fee will be according to http://www.showroomexchange.com/Pricing.aspx. The monthly charges will be according to the rate in effect at the time of registration equal to the current number of total user licenses requested. Your payment obligation for Service is a material, non-negotiable term to this Agreement, and all amounts paid to SE are non-refundable. The only exception to refunds is during the 1st 30 days and only includes the setup fee and the 1st month. You are responsible for paying for all user licenses ordered for Service regardless if such licenses are actively used. As a condition to Your use of Service, You will be required to execute SE's Credit Card Authorization Form. Said form shall be provided to You during the registration process for Service and prior to your 1st training session. Finally, SE reserves the right to modify its fees and charges and to introduce new charges at any time, upon at least thirty (30) days' notice by electronic mail. SE's fees are exclusive of any and all taxes imposed by any taxing authority. You shall be responsible for payment, if required, for any and all taxes relating to Your use of Service. Please note that the Service may be purchased on an annual subscription. The fee for annual subscriptions will be due and payable on the date of registration or renewal, and You will be required to pay in advance for twelve (12) months of Service. SE will accept payment for annual subscriptions by check .

8. Billing

– SE will automatically bill Your credit card on a monthly basis, and will continue to do so until You or SE have terminated the Agreement. The monthly billing date will be the date that Your initial Service Training is conducted by an SE representative. (Please see Paragraph 11 for further information on Service Training.) You agree to provide, and continue to do so through the duration of the Agreement, SE with complete and accurate billing and contact information. This information includes Your legal company name, address for principal place of business, email address, and name and contact information for Your authorized user or license administrator. You agree to update SE regarding changes to this information.

9. Non-Payment and Suspension; Termination

– SE reserves the right to suspend or terminate this Agreement and Your access to the Service for non-payment. If You or SE terminate this Agreement, You will be obligated to pay the balance due on Your account. This Agreement commences on the date that You click the "Agree and Continue" button as part of the registration process for Service. Either SE or You may terminate the Agreement, reduce or increase the number of licenses at any time. If the Agreement is terminated, please note SE's Customer Data policy as set forth in paragraph four (4) of this Agreement.

10. Data Restoration Fee

– In the event that You decide to utilize the Service after a termination exceeding 6 months, SE cannot guarantee it will be able to recover and restore Your data. If SE does recover your data a Restoration Fee of $350 will be due prior to activation of Your credentials.

11. Service Training

– SE agrees to provide You with two (2) Service Training sessions, which are designed to demonstrate users the main features and functionality of the Service, and to provide You with instructions on how navigate and properly use the Service. Each session shall be one (1) hour, and will be conducted telephonically or in person so long as You located within a 0.5 mile radius from SE's principal place of business located at 117 West Ninth Street, Los Angeles CA 90015. Each session begins at the start of telephonic session, or upon an SE's arrival to Your on-site location. Beyond the initial two (2) Service Trainings, SE will provide additional Consultation or Service Training sessions for ninety-five ($95) dollars an hour billed at 15 minute increments, with a minimum billing of 1 hour.

12. Support For Service

– SE agrees to provide unlimited email support and telephonic support with a remote connection to Your computer, if necessary. Telephonic support is limited to business hours in the Pacific time zone Monday through Friday excluding national holidays. Remote connections do require a fully functional computer that does not have any issues (e.g.; virus or malware infection) or missing components (e.g.; missing Java Engine, disabled Cache).

13. Internet Delays and Service Interruptions

– The Service may be subject to limitations, delays, and other inherent problems in the use of the internet, and electronic communications. SE is not responsible for any delays, delivery failures, or other damages resulting from such problems. Additionally, the Service may be interrupted due to urgent updates to software or Service infrastructure. These interruptions may be planned and scheduled in advance or they may be unplanned. There is no uptime guarantee. (This sentence needs more work – what exactly is uptime?)

14. Indemnification

– You shall indemnify and hold SE, its licensors and such party's parent organization, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses arising out of or in connection with Your use of Service.

15. Disclaimer of Warranty

– SE and its licensors make no representations, warranty, or guarantee as to the reliability, timeliness, quality, suitability, availability accuracy or completeness of the Service or any content. SE and its licensors do not represent or warrant that (i) the use of the Service will be secure, timely, uninterrupted or error-free or operate in combination with any other hardware, software, systems or data; (ii) the Service will meet Your requirements or expectations; (iii) any stored data will be accurate or reliable; (iv) the Service and all content is provided to You strictly on an "as is" basis. All conditions, representations and warranties, whether expressed, implied, or otherwise, including, without limitation, any implied warranty of merchantability, fitness for a particular purpose or non-infringement of third-party rights, are hereby disclaimed.

16. Modification of Agreement

– SE reserves the right to modify any of the terms and conditions of this Agreement or its policies, relating to the Service with thirty (30) days' notice by electronic mail.

17. Assignment

– You may not assign this Agreement without SE's prior written consent. SE has a right to assign Your account to any company that acquires any ownership interest in SE, or that acquires any assets of same.

Questions or Additional Information: If You have questions regarding this Agreement or wish to obtain additional information, please send an email to info@readytoview.com