User Agreement

ACCEPTANCE OF TERMS

Hemlocksoft provides the Hemlocksoft Services (defined below) to you subject to the following User Agreement (“UA”), which may be updated by us from time to time without notice to you. You can review the most current version of the UA at any time at:

http://www.Hemlocksoft.com/Conditions.aspx?Mode=Agreement

 By accessing and using the Hemlocksoft Services, you accept and agree to be bound by the terms and provision of the UA. In addition, when using particular Hemlocksoft owned or operated services, you and Hemlocksoft shall be subject to any posted guidelines or rules applicable to such services, which may be posted and modified from time to time. All such guidelines or rules are hereby incorporated by reference into the UA. Hemlocksoft may also offer other services that are governed by different Terms of Service.

 DESCRIPTION OF Hemlocksoft SERVICES

 Hemlocksoft provides users with access to a rich collection of resources, including without limitation various communications tools,  shopping services, search services, personalized content and branded programming through its network of properties which may be accessed through any various medium or device now known or hereafter developed (the "Hemlocksoft Services"). You also understand and agree that the Hemlocksoft Services may include advertisements and that these advertisements are necessary for Hemlocksoft to provide the Hemlocksoft Services. You also understand and agree that the Hemlocksoft Services may include certain communications from Hemlocksoft, such as service announcements, administrative messages and the Hemlocksoft Newsletter, and that these communications are considered part of Hemlocksoft Services. Unless explicitly stated otherwise, any new features that augment or enhance the current Hemlocksoft Services, including the release of new Hemlocksoft properties, shall be subject to the UA. You understand and agree that the Hemlocksoft Services is provided "AS-IS" and that Hemlocksoft assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings. You are responsible for obtaining access to the Hemlocksoft Services, and that access may involve third-party fees (such as Internet service provider or airtime charges). You are responsible for those fees, including those fees associated with the display or delivery of advertisements. In addition, you must provide and are responsible for all equipment necessary to access the Hemlocksoft Services.

You understand that the technical processing and transmission of the Hemlocksoft Services, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

YOUR REGISTRATION OBLIGATIONS

In consideration of your use of the Hemlocksoft Services, you represent that you are of legal age to form a binding contract and are not a person barred from receiving the Hemlocksoft Services under the laws of Belgium or other applicable jurisdiction. You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Hemlocksoft Service's registration form (the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Hemlocksoft has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Hemlocksoft has the right to suspend or terminate your account and refuse any and all current or future use of the Hemlocksoft Services (or any portion thereof). Please remember that the Hemlocksoft Services is designed to appeal to a broad audience. Accordingly, as the legal guardian, it is your responsibility to determine whether any of the Hemlocksoft Services areas and/or Content  are appropriate for your child.

Hemlocksoft PRIVACY POLICY

Hemlocksoft PRIVACY POLICY-INFORMATION COLLECTION AND USE

Hemlocksoft collects personal information when you register with Hemlocksoft, when you use Hemlocksoft products or services, when you visit Hemlocksoft pages or the pages of certain Hemlocksoft partners, and when you enter promotions or sweepstakes. Hemlocksoft may combine information about you that we have with information we obtain from business partners or other companies.

When you register we ask for information such as your name, email address, birth date, gender, ZIP code, occupation, industry, and personal interests. For some financial products and services we might also ask for your address, Social Security number, and information about your assets. When you register with Hemlocksoft and sign in to our services, you are not anonymous to us.

Hemlocksoft collects information about your transactions with us and with some of our business partners, including information about your use of financial products and services that we offer.

Hemlocksoft automatically receives and records information from your computer and browser, including your IP address, Hemlocksoft cookie information, software and hardware attributes, and the page you request.

Hemlocksoft uses information for the following general purposes: to customize the advertising and content you see, fulfill your requests for products and services, improve our services, contact you, conduct research, and provide anonymous reporting for internal and external clients.

Hemlocksoft PRIVACY POLICY-INFORMATION SHARING AND DISCLOSURE

Hemlocksoft does not rent, sell, or share personal information about you with other people or non-affiliated companies except to provide products or services you've requested, when we have your permission, or under the following circumstances:

•We provide the information to trusted partners who work on behalf of or with Hemlocksoft under confidentiality agreements. These companies may use your personal information to help Hemlocksoft communicate with you about offers from Hemlocksoft and our marketing partners. However, these companies do not have any independent right to share this information.

•We respond to subpoenas, court orders, or legal process, or to establish or exercise our legal rights or defend against legal claims.

•We believe it is necessary to share information in order to investigate, prevent, or take action regarding illegal activities, suspected fraud, situations involving potential threats to the physical safety of any person, violations of Hemlocksoft's terms of use, or as otherwise required by law.

•We transfer information about you if Hemlocksoft is acquired by or merged with another company. In this event, Hemlocksoft will notify you before information about you is transferred and becomes subject to a different privacy policy.

Hemlocksoft displays targeted advertisements based on personal information. Advertisers (including ad serving companies) may assume that people who interact with, view, or click targeted ads meet the targeting criteria—for example, women ages 18-24 from a particular geographic area.

Hemlocksoft does not provide any personal information to the advertiser when you interact with or view a targeted ad. However, by interacting with or viewing an ad you are consenting to the possibility that the advertiser will make the assumption that you meet the targeting criteria used to display the ad.

PASSWORD AND SECURITY

You will receive a password and account designation upon completing the Hemlocksoft Service's registration process. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify Hemlocksoft of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. Hemlocksoft cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 5.

MEMBER CONDUCT

You agree to not use the Hemlocksoft Services to:

You acknowledge, consent and agree that Hemlocksoft may access, preserve and disclose your account information and Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce the UA; (iii) respond to claims that any Content violates the rights of third parties; (iv) respond to your requests for customer service; or (v) protect the rights, property or personal safety of Hemlocksoft, its users and the public.

You understand that the Hemlocksoft Services and software embodied within the Hemlocksoft Services may include security components that permit digital materials to be protected, and that use of these materials is subject to usage rules set by Hemlocksoft and/or content providers who provide content to the Hemlocksoft Services. You may not attempt to override or circumvent any of the usage rules embedded into the Hemlocksoft Services. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on the Hemlocksoft Services, in whole or in part, is strictly prohibited.

 SPECIAL ADMONITIONS FOR INTERNATIONAL USE AND EXPORT AND IMPORT COMPLIANCE

Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Use of the Hemlocksoft Services and transfer, posting and uploading of software, technology, and other technical data via the Hemlocksoft Services may be subject to the export and import laws of Belgium and other countries. You agree to comply with all applicable export and import laws and regulations. In particular, you: (a) represent that you are not a party identified on any government export exclusion list, including but not limited to the Belgium Denied Persons, Entity, and Specially Designated Nationals Lists, nor will you transfer software, technology, and other technical data via the Hemlocksoft Services to parties identified on such lists; (b) agree not to use the Hemlocksoft Services for military, nuclear, missile, chemical or biological weaponry end uses in violation of S.A.R. export laws; (c) agree not to transfer, upload, or post via the Hemlocksoft Services any software, technology or other technical data in violation of S.A.R. or other applicable export or import laws.

CONTRIBUTIONS TO Hemlocksoft

By submitting ideas, suggestions, documents, and/or proposals ("Contributions") to Hemlocksoft through its suggestion or feedback webpages, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) Hemlocksoft is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) Hemlocksoft shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) Hemlocksoft may have something similar to the Contributions already under consideration or in development; (e) your Contributions automatically become the property of Hemlocksoft without any obligation of Hemlocksoft to you; and (f) you are not entitled to any compensation or reimbursement of any kind from Hemlocksoft under any circumstances.

INDEMNITY

You agree to indemnify and hold Hemlocksoft and its subsidiaries, affiliates, officers, agents, employees, partners and licensors harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Content you submit, post, transmit, modify or otherwise make available through the Hemlocksoft Services, your use of the Hemlocksoft Services, your connection to the Hemlocksoft Services, your violation of the UA, or your violation of any rights of another.

NO COMMERCIAL REUSE OF Hemlocksoft SERVICES

You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion or use of, or access to, the Hemlocksoft Services (including Content, advertisements, Software and your Hemlocksoft ID).

MODIFICATIONS TO Hemlocksoft SERVICES

 Hemlocksoft reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Hemlocksoft Services (or any part thereof) with or without notice. You agree that Hemlocksoft shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Hemlocksoft Services (or any part thereof).

TERMINATION

You may terminate your Hemlocksoft account, any associated email address and access to the Hemlocksoft Services by submitting such termination request to Hemlocksoft.

You agree that Hemlocksoft may, without prior notice, immediately terminate, limit your access to or suspend your Hemlocksoft account, any associated email address, and access to the Hemlocksoft Services. Cause for such termination, limitation of access or suspension shall include, but not be limited to, (a) breaches or violations of the UA or other incorporated agreements or guidelines, (b)requests by law enforcement or other government agencies, (c) discontinuance or material modification to the Hemlocksoft Services (or any part thereof), (d) unexpected technical or security issues or problems, (e) extended periods of inactivity, (f) engagement by you in fraudulent or illegal activities, and/or (g) nonpayment of any fees owed by you in connection with the Hemlocksoft Services. Further, you agree that all terminations, limitations of access and suspensions for cause shall be made in Hemlocksoft's sole discretion and that Hemlocksoft shall not be liable to you or any third party for any termination of your account, any associated email address, or access to the Hemlocksoft Services.

Termination of your Hemlocksoft account includes any or all of the following: (a) removal of access to all or part of the offerings within the Hemlocksoft Services, (b) deletion of your password and all related information, files and content associated with or inside your account (or any part thereof), and (c) barring of further use of all or part of the Hemlocksoft Services.

DEALINGS WITH ADVERTISERS

Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Hemlocksoft Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that Hemlocksoft shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Hemlocksoft Services.

LINKS

The Hemlocksoft Services may provide, or third parties may provide, links to other World Wide Web sites or resources. You acknowledge and agree that Hemlocksoft is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that Hemlocksoft shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.

 Hemlocksoft'S PROPRIETARY RIGHTS

You acknowledge and agree that the Hemlocksoft Services and any necessary software used in connection with the Hemlocksoft Services ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in advertisements or information presented to you through the Hemlocksoft Services or by advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly permitted by applicable law or as authorized by Hemlocksoft or the applicable licensor (such as an advertiser), you agree not to modify, rent, lease, loan, sell, distribute, transmit, broadcast, publicly perform or create derivative works based on the Hemlocksoft Services, such Content or the Software, in whole or in part.

Any Software made available to you by Hemlocksoft Services, freely, or upon purchase, is subject to the General Software License Agreement, which may be updated by us from time to time without notice to you. You can review the most current version of the UA at any time at:

http://www.Hemlocksoft.com/Conditions.aspx?Mode=Products

In all situations; any right granted to you by Hemlocksoft Services on a software is non-transferable and non-exclusive; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, nor to use modified versions of the Software. You agree not to access the Hemlocksoft Services by any means other than through the interface that is provided by Hemlocksoft.

DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

YOUR USE OF THE Hemlocksoft SERVICES AND SOFTWARE ARE AT YOUR SOLE RISK. THE Hemlocksoft SERVICES AND SOFTWARE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. Hemlocksoft AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

Hemlocksoft AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) THE Hemlocksoft SERVICES OR SOFTWARE WILL MEET YOUR REQUIREMENTS; (ii) THE Hemlocksoft SERVICES OR SOFTWARE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE Hemlocksoft SERVICES OR SOFTWARE WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE Hemlocksoft SERVICES OR SOFTWARE WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.

 ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE Hemlocksoft SERVICES OR SOFTWARE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Hemlocksoft OR THROUGH OR FROM THE Hemlocksoft SERVICES OR SOFTWARE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE UA.

LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT Hemlocksoft AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF Hemlocksoft HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (a) THE USE OR THE INABILITY TO USE THE Hemlocksoft SERVICE; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE Hemlocksoft SERVICE; OR (e) ANY OTHER MATTER RELATING TO THE Hemlocksoft SERVICE.

NO THIRD-PARTY BENEFICIARIES

You agree that, except as otherwise expressly provided in this UA, there shall be no third-party beneficiaries to this agreement.

TRADEMARK INFORMATION

You agree that all of Hemlocksoft’s trademarks, trade names, service marks and other Hemlocksoft logos and brand features, and product and service names are trademarks and the property of Hemlocksoft Inc. (the "Hemlocksoft Marks"). Without Hemlocksoft's prior permission, you agree not to display or use in any manner the Hemlocksoft Marks.

GENERAL INFORMATION

Entire Agreement. The UA constitutes the entire agreement between you and Hemlocksoft and governs your use of the Hemlocksoft Services, superseding any prior version of this UA between you and Hemlocksoft with respect to the Hemlocksoft Services. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other Hemlocksoft services, affiliate services, third-party content or third-party software.

Choice of Law and Forum. You and Hemlocksoft each agree that the UA and the relationship between the parties shall be governed by the laws of the Belgium without regard to its conflict of law provisions and that any and all claims, causes of action or disputes (regardless of theory) arising out of or relating to the UA, or the relationship between you and Hemlocksoft, shall be brought exclusively in the courts located in the city of Brussels. You and Hemlocksoft agree to submit to the personal jurisdiction of the courts located within the city of Brussels, and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts.

Waiver and Severability of Terms. The failure of Hemlocksoft to exercise or enforce any right or provision of the UA shall not constitute a waiver of such right or provision. If any provision of the UA is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the UA remain in full force and effect.

No Right of Survivorship and Non-Transferability. You agree that your Hemlocksoft account is non-transferable and any rights to your Hemlocksoft ID or contents within your account terminate upon your death. Upon receipt of a copy of a death certificate, your account may be terminated and all contents therein permanently deleted.

Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Hemlocksoft Services or the UA must be filed within one (1) year after such claim or cause of action arose or be forever barred.

The section titles in the UA are for convenience only and have no legal or contractual effect.

VIOLATIONS

Please report any violations of the UA to our contact page http://www.Hemlocksoft.com/Contact.aspx