PROFESSIONAL ESCROW OF WASHINGTON

AGREEMENT BETWEEN YOU (REFERRED TO AS THE "USER" OR "YOU") AND PROFESSIONAL ESCROW OF WASHINGTON, LLC AND ITS AFFILIATES ("PROFESSIONAL ESCROW")

 
This web site and any web sites, web pages, and services also operated by Professional Escrow that are linked is offered to User on the condition that User accepts and agrees to abide by, without modification, all of the terms, conditions, and notices contained herein (collectively "Terms of Use") and any other terms and guidelines, if any, contained within each of our sites. If You do not or cannot agree with any part of the Terms of Use, You may not use or access our sites. User's use of any Professional Escrow site constitutes User's acceptance of, and agreement to, all such terms, conditions, and notices. In the event that any of the terms, conditions, and notices contained herein conflict with the Terms of Use or such other terms and guidelines contained within our sites, then the terms of use and other terms and guidelines for such other Professional Escrow sites shall control. User agrees to review all other terms and guidelines found throughout our sites and abide by them if User chooses to use the sites, pages, or services to which they apply.

OWNERSHIP AND USE LIMITATIONS

All information, data, text, software, music, sound, photographs, graphics, video, messages, or other material ("Content") presented to You on our sites is owned by Professional Escrow and various third parties. Nothing contained on our sites grants User, by implication, estoppel, or otherwise, any license or right to use any of the content without the written permission of Professional Escrow or such other party that may own the content. Any use of any of the marks appearing throughout our sites without the express written consent of Professional Escrow or the owner of the mark, as appropriate, is strictly prohibited.

User's sole rights of use to the content are the right to view and print documents and graphics incorporated in the documents from any Professional Escrow sites subject to the following: (1) the documents may be used solely for personal and informational purposes and (2) the documents may not be modified or altered in any way. Except as expressly provided herein, User may not use, download, upload, copy, print, display, perform, reproduce, publish, license, post, transmit, or distribute any software, product, services, or information from any of our sites, in whole or in part, without the prior written permission of Professional Escrow or the applicable third party. Professional Escrow reserves the right to make changes or updates to our sites or the products or programs described on the Professional Escrow sites at any time without notice.

Professional Escrow may not have the right to authorize User to download, publish, or republish any photographs, images, or audio files (the "Graphical Content") accessed through any of our sites. Professional Escrow provides User with the URL or address of the owner or server of all Graphical Content. If User intends to make use of any Graphical Content accessed through any of our sites for commercial or noncommercial purposes (other than as part of viewing our the Professional Escrow sites or in a printed form of our site) User must contact the server of the Graphical Content for permission to use it.

LINKS TO THIRD PARTY SITES

Professional Escrow has provided links and pointers to Internet sites maintained by third parties. Because we have no control over such sites and resources, User acknowledges and agrees that we are not responsible for the availability of such external sites or resources, does not endorse, and is not responsible or liable for any content, privacy policies, advertising, products, or other materials on or available from such sites or resources. User further acknowledges and agrees that Professional Escrow will 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.

Professional Escrow believes, but does not warrant or represent, that people who make information available on the Web do so with the expectation that such information will be publicly and widely available. We also believe, but do not warrant or represent, that making links to publicly accessible Web pages available at this site is legally permissible and consistent with the common, customary expectations of those who make use of the Web communications media.

NO SECURITY REPRESENTATIONS OR WARRANTIES ARE MADE

Professional Escrow cannot, and does not, make any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) User might be requested to give any third party or that the site is free from viruses or other invasive and potentially damaging programs.

LIABILITY DISCLAIMER

The information, software, products, and services included on our sites or any third party site may include inaccuracies or typographical errors. Changes are periodically made to the information contained at any Professional Escrow site. Professional Escrow and/or its respective suppliers may make modifications and/or changes in any of our sites at any time. Advice received via any Professional Escrow site should not be relied upon for personal, medical, legal, or financial decisions and User should consult an appropriate professional for specific advice tailored to User's situation.

PROFESSIONAL ESCROW AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, TIMELINESS, OR ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES, OR RELATED GRAPHICS CONTAINED ON ANY PROFESSIONAL ESCROW SITE OR ANY THIRD PARTY SITE FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. PROFESSIONAL ESCROW AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF SECURITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

PROFESSIONAL ESCROW MAKES NO WARRANTY THAT (1) ANY OF OUR SITES WILL MEET USER'S REQUIREMENTS, (2) THE INFORMATION ON ANY OF OUR SITES WILL BE TIMELY OR ERROR-FREE, (3) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY USER THROUGH ANY OF OUR SITES WILL MEET YOUR EXPECTATIONS, AND (4) ANY ERRORS IN ANY OF OUR SITES WILL BE CORRECTED.

IN NO EVENT SHALL PROFESSIONAL ESCROW AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (I) THE USE OR PERFORMANCE OF ANY PROFESSIONAL ESCROW SITE OR THIRD PARTY SITE; (II) THE DELAY OR INABILITY TO USE ANY OF OUR SITES OR THIRD PARTY SITE; (III) THE PROVISION OF OR FAILURE TO PROVIDE ANY SERVICE; (IV) THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES, OR RELATED GRAPHICS OBTAINED THROUGH ANY OF OUR SITES OR THIRD PARTY SITE, OR (IV) ANY OF OUR SITES OR THIRD PARTY SITE OR OTHERWISE ARISING OUT OF THE USE OF ANY PROFESSIONAL ESCROW SITE OR THIRD PARTY SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF PROFESSIONAL ESCROW OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO USER. IF USER IS DISSATISFIED WITH ANY PORTION OF ANY OF OUR SITES OR THIRD PARTY SITE, OR WITH ANY OF THESE TERMS OF USE, USER'S SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING SUCH PROFESSIONAL ESCROW SITES OR THIRD PARTY SITE.

ACCESS RESTRICTION

Professional Escrow reserves the right to deny in its sole discretion any user access to any of our sites or any portion thereof without notice.

NO UNLAWFUL OR PROHIBITED USE

As a condition of User's access and use of the Professional Escrow sites, User will not use any of our sites for any purpose that is unlawful or prohibited by these terms, conditions, and notices. User may not use our sites or any services offered through such in any manner that could damage, disable, overburden, or impair any Professional Escrow server, or the network(s) connected to any Professional Escrow server, or interfere with any other party's use and enjoyment of any of our sites or services thereunder. User may not attempt to gain unauthorized access to any non-public portion of the Professional Escrow sites for which it is not granted access, through hacking, password mining or any other means. User may not obtain or attempt to obtain access to any materials or information not intentionally made available to the public through our sites except as authorized by Professional Escrow.

FEEDBACK

Professional Escrow does not want to receive confidential or proprietary information from Users through our sites unless specifically requested by us and on a secure web page. Except where expressly provided otherwise by Professional Escrow, all comments, feedback, information, or materials submitted to us through or in association with any of our sites shall be considered non-confidential and Professional Escrow's property. By submitting such comments, feedback, information, or materials to us, User agrees to a no-charge assignment to Professional Escrow of all worldwide rights, title, and interest in copyrights and other intellectual property rights to the comments, feedback, information, or materials. Professional Escrow shall be free to use such comments, feedback, information, or materials on an unrestricted basis.

We reserve the right to communicate with registered users at various times through e-mail. Upon registering a new account with Professional Escrow, the new account may be automatically signed up to receive various e-mails and other correspondence. Users may, in some instances, indicate preferences for receipt of some of these e-mails.

User represents and warrants that he or she is at least 18 years of age and possesses the legal right and ability to agree to these Terms of Use and to use the Professional Escrow sites in accordance with these Terms of Use and all other terms and conditions stated in our sites. User agrees to be financially responsible for all use of any of our sites or third party site (as well as for use of User's account by others, including without limitation minors living with User). User agrees not to assign, transfer, or sublicense User's rights pursuant to these Terms of Use. User may allow other members of User's business or household to use any Professional Escrow site or third party site under User's name or account, provided that User hereby agrees to pay all charges that they incur and to be responsible for all other aspects of their usage. User agrees to supervise all usage by minors of any of our sites under User's name or account.

USE OF INFORMATION

The name, address, and payment information (if applicable) that the User provides via any Professional Escrow sites, together with information regarding the manner in which the User uses any of our sites, will not be processed or disclosed by us except as permitted by these Terms of Use and our Privacy Policy. By being a user of any of our sites, User agrees that we may share with other parties both aggregate information, individual information, and Locator information gathered by us in the course of the User's continuing use of any of our sites. "Aggregate information" is information that describes the habits, usage patterns, and/or demographics of users as a group, or as a part of a group, but does not describe or reveal the identity of any user. "Individual information" is information about a user that is presented in a form distinguishable from information relating to other. "Locator information" consists of a user's name, e-mail address, physical address, and/or other data about the user that enables the recipient to personally identify the user.

INDEMNITY

As a condition of use of any of our sites, User agrees to indemnify, protect, defend, and hold Professional Escrow and its suppliers harmless from and against any and all liabilities, expenses (including attorneys' fees), and damages arising out of claims resulting from: (a) User's use of any of our sites or (b) User's customers or others accessing or using any of our sites by, through, or under User, including without limitation any claims alleging facts that if true would constitute a breach by User of these Terms of Use.

MODIFICATION OF THESE TERMS OF USE

Professional Escrow reserves the right to change these Terms of Use at any time by revising the terms and conditions herein. All changes to these Terms of Use and of our sites shall be effective immediately. User is responsible for regularly reviewing these Terms of Use. Continued use of any of our sites following any such changes shall constitute the User's acceptance of such changes.

GENERAL

Professional Escrow reserves the right to make any and all changes or discontinue the availability of any of our sites at its sole discretion without notice to User. We reserve the right to deny access to any of our sites to anyone at any time. User agrees that Professional Escrow will not be liable to You or to any third party for any modification, suspension, or discontinuance of any of our sites unless specifically stated in a written agreement with Professional Escrow.

User's access to and use of our sites is governed by the laws of the State of Washington, U.S.A. User consents to the exclusive jurisdiction and venue of courts in King County, Washington, U.S.A., in all disputes arising out of or relating to the use of the Professional Escrow sites. Use of our sites is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms of Use, including without limitation this paragraph.

User acknowledges that no joint venture, partnership, employment, or agency relationship exists between the User and Professional Escrow as a result of this Terms of Use or use of any of our sites. User agrees not to hold himself or herself out as a representative, agent, or employee of Professional Escrow and we shall not be liable for any representation, act, or omission of the User.

Our obligations under these Terms of Use is subject to existing laws and legal process and nothing contained in these Terms of Use is in derogation of our right to comply with law enforcement requests or requirements relating to the User's use of any of our sites or any information provided to or gathered by Professional Escrow with respect to such use.

If any part of these Terms of Use is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms of Use shall continue in effect.

These Terms of Use constitute the entire agreement between the User and Professional Escrow with respect to our sites and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the User and Professional Escrow with respect to our sites, unless specifically subject to a written agreement between Professional Escrow and User. A printed version of these Terms of Use and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to our sites to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

SERVICE CONTACT

Contact escrow@professional-escrow.com with questions or problems with any Professional Escrow site. Please provide the webmaster with information, including the "URL" about the specific Professional Escrow sites of which you are inquiring.

Professional Escrow and other names of our products and/or services referenced herein are service marks, trademarks or registered trademarks of Professional Escrow of Washington LLC or its affiliated entities. Other product and company names mentioned herein may be the trademarks of their respective owners. User's use of any of our sites in no way authorizes User to use any Professional Escrow name, trademark or logo.