Terms of Use

Medialocate USA, Inc. provides information on our website (the “Site”) subject to the following terms and conditions (the “Terms of Use”). The terms “we,” “our,” “ML,” “us,” and “Medialocate” refer to Medialocate USA, Inc. The term “you” refers to each individual user of this site and, if applicable to your use, your employer or firm. By accessing or using the site, you are acknowledging that you have read, understand, and agree, without limitation or qualification, to be bound by these Terms of Use and our Privacy Policy. If you disagree with these Terms of Use and our Privacy Policy (as amended from time to time) or are dissatisfied with this Site, your only remedy is to discontinue using this Site.

Privacy

Please review the Medialocate Privacy Policy, which also governs your visit to the Site, so that you may understand our privacy practices.

Scope and Accuracy of Information

In making this Site available, no client, advisory, fiduciary or professional relationship is implicated or established and neither Medialocate nor any other person is, in connection with this Site, engaged in rendering auditing, accounting, tax, legal, advisory, consulting or other professional services or advice. Neither this Site nor any content on or accessed through this Site shall be considered a substitute for the independent investigations and the sound technical and business judgment of the user of this Site and the user should consult with a professional advisor familiar with your particular factual situation for advice or service concerning specific matters.

Medialocate attempts to be as accurate as possible when describing our organization and services on the Site; however, to the extent permitted by applicable law, we do not warrant that the services or content available on the Site are accurate, complete, reliable, current or error-free.

Intellectual Property

Unless otherwise noted, Medialocate owns all content available on this Site, including but not limited to the text, photographs, images, graphics, audio clips, and any compilation or arrangement thereof (the “Content”). All Content is protected by United States and international laws regarding copyrights, trademarks, trade secrets and other proprietary rights.

The trademarks, logos, and service marks displayed on the Site (collectively, the “Trademarks”) are owned by Medialocate, in the United States or other countries, and are protected by United States and international trademark laws. All other Trademarks not owned by us that appear on the Site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Medialocate.

Limited License

Medialocate grants you a limited, revocable, and non-exclusive license to access and make personal use of the Site. Please note that you may not frame or utilize framing techniques to enclose the Site or any portion thereof without our prior written consent.

The limited license set forth herein does not include the right to: (i) copy, modify or download, other than as expressly permitted, the Site or its Content (except caching or as necessary to view the Content); (ii) make any use of the Site or its Content other than for your personal informational purposes, and if applicable, for informational purposes for your employer or firm; (iii) create any derivative work based upon either the Site or its Content; or (iv) use any meta tags or any other “hidden text” utilizing the name or Trademarks of Medialocate without our express written consent.

A website that links to our Site (i) may link to, but not replicate, our Content; (ii) may not imply that we are endorsing such website or its services or products; (iii) may not misrepresent its relationship with us; and (iv) may not link to any page of the Site other than the home page. Medialocate may, in our sole discretion, request that you remove any link to the Site, and upon receipt of such request, you shall immediately remove such link.

Any unauthorized use by you of the Site terminates the limited license set forth in this section without prejudice to any other remedy provided by applicable law.

Links to Other Websites

Links on this Site may lead to websites maintained by individuals or organizations other than Medialocate. These links are for your convenience only and are not an endorsement by us, our affiliates or our partners of the referenced content, product, service or website. We are not responsible for such websites or their content, and we make no representation or warranty regarding the accuracy, timeliness, suitability or any other aspect of the content located on such websites, and we do not monitor nor endorse such websites or content.

Representations and Warranties; Limitations of Liability

MEDIALOCATE USA, INC., INCLUDING WITHOUT LIMITATION THE RESPECTIVE DIRECTORS, PRINCIPALS, CORPORATE OFFICERS, EMPLOYEES, AGENTS AND REPRESENTATIVES MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, ABOUT THE ACCURACY, TIMELINESS, SUITABILITY OR ANY OTHER ASPECT OF THIS SITE OR ANY CONTENT ON OR ACCESSED THROUGH THIS SITE FOR ANY PURPOSE, ALL OF WHICH IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTY OF ANY KIND. MEDIALOCATE, INC. HEREBY DISCLAIMS ALL WARRANTIES AND OBLIGATIONS WITH REGARD TO THE SITE OR ANY CONTENT ON OR ACCESSED THROUGH THIS SITE, INCLUDING BUT NOT LIMITED TO ALL IMPLIED WARRANTIES AND OBLIGATIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, UNLESS AND TO THE EXTENT SUCH REPRESENTATIONS AND WARRANTIES ARE NOT LEGALLY EXCLUDABLE. IN NO EVENT SHALL MEDIALOCATE, INC., ITS DIRECTORS, PRINCIPALS, CORPORATE OFFICERS, EMPLOYEES, AGENTS AND REPRESENTATIVES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR OTHER DAMAGES WHATSOEVER, (INCLUDING BUT NOT LIMITED TO LIABILITY FOR INTERRUPTION OF BUSINESS, LOSS OF USE, DATA OR PROFITS), WITHOUT REGARD TO THE FORM OF ANY ACTION, INCLUDING BUT NOT LIMITED TO CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTIONS, ARISING OUT OF OR IN CONNECTION WITH THIS SITE, ANY CONTENT ON OR ACCESSED THROUGH THIS SITE, OR ANY COPYING, DISPLAY OR OTHER USE THEREOF.

Indemnification

You agree to defend, indemnify and hold Medialocate harmless for any loss, damages or costs, including reasonable attorneys’ fees, resulting from any third party claim, action, or demand resulting from your use of the Site.

Disputes

With respect to any dispute regarding the Site, your rights and obligations and all actions contemplated by these Terms of Use shall be governed by the laws of the state of California, as if the Terms of Use were a contract wholly entered into and wholly performed within California. Any dispute relating in any way to your visit to the Site shall be submitted to confidential arbitration before a single arbitrator in Monterey, California except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in California, and you consent to exclusive jurisdiction and venue in such courts. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.

Copyright Complaints

Medialocate respects the intellectual property of others. If you believe that your work has been copied on the Site in a way that constitutes copyright infringement, please click here webmaster@medialocate.com to notify us of claimed infringement.

General

This Site and its Content are made available only to provide information about Medialocate. Medialocate maintains this Site in Monterey, California, USA, and makes no representation that this Site or any content on or accessed through the Site are appropriate or available for use in other jurisdictions. You are responsible for compliance with all applicable laws and regulations.

You acknowledge and agree that these Terms of Use, together with our Privacy Policy, constitute the complete and exclusive agreement between us concerning your use of the Site, and supersede and govern all prior proposals, agreements, or other communications.

Medialocate reserves the right, in our sole discretion, to change these Terms of Use at any time by posting the changes on the Site. Any changes are effective immediately upon posting to the Site. Your continued use of the Site constitutes your agreement to all such terms and conditions.

In the event that any provision of these Terms of Use shall be unenforceable or invalid under any applicable law or be so held by any applicable court decision, such unenforceability or invalidity shall not render these Terms of Use unenforceable or invalid as a whole. Medialocate will amend or replace such provision with one that is valid and enforceable and which achieves, to the extent possible, our original objectives and intent as reflected in the original provision.

If you have any questions regarding these Terms of Use, please contact us by e-mail at webmaster@medialocate.com.

Copyright 2012, Medialocate USA, Inc.

All worldwide rights reserved.

Effective as of January 1, 2012