Terms: of Use

Welcome to the Internet site of the EcoScorecard, LLC (“EcoScorecard”).
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PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS WEBSITE.

1. ACCEPTANCE OF TERMS. The services that EcoScorecard provides to you including,
without limitation, use of or access to this Internet site (the “Website”) are
subject to the following Terms of Use (the “Terms of Use”). By using this Website,
you signify your agreement to these Terms of Use. If you do not agree to these Terms of Use,
you may not use this Website. EcoScorecard reserves the right, in its sole discretion, to
change, modify, add or delete portions of these Terms of Use at any time without no-tice,
and it is your responsibility to review these Terms of Use for any changes. Your use of the
Website following any amendment of these Terms of Use will signify and constitute your
assent to and acceptance of such revised Terms of Use.

2. CONSIDERATION. You acknowledge that these Terms of Use are supported by reasonable
and valuable consideration, the receipt and adequacy of which are hereby acknowledged.

3. DISCLAIMERS. THE INFORMATION, CONTENT AND MATERIALS PROVIDED ON THE WEBSITE ARE
PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT
LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NON-INFRINGEMENT. ECOSCORECARD SPECIFICALLY DOES NOT MAKE ANY WARRANTIES OR REPRESEN-TATIONS
AS TO THE ACCURACY OR COMPLETENESS OF THE INFORMATION, CONTENT AND MATERIALS. ECOSCORECARD
PERIODICALLY ADDS, CHANGES, IMPROVES, OR UPDATES THE INFORMATION, CONTENT AND MATERIALS ON
THE WEBSITE WITHOUT NOTICE. UNDER NO CIRCUMSTANCES SHALL ECOSCORE-CARD BE LIABLE FOR ANY
LOSS, DAMAGE, LIABILITY OR EXPENSE INCURRED OR SUFFERED WHICH IS CLAIMED TO RESULT FROM USE
OF THE WEBSITE, INCLUDING WITHOUT LIMITATION, ANY FAULT, ERROR, OMISSION, INTERRUPTION OR
DELAY WITH RESPECT THERETO. USE OF THE WEBSITE IS SOLELY AT YOUR OWN RISK. THE INFORMATION
PRESENTED HEREIN IS FOR INFORMATIVE PURPOSES ONLY. ECOSCORE-CARD GRANTS PERMISSION TO
DOWNLOAD AND COPY THE INFORMATION, DOCUMENTS AND MATERIALS FROM THE WEBSITE FOR YOUR
PERSONAL, NON-COMMERCIAL USE, BUT GRANTS NO RIGHT TO RESELL, REDISTRIBUTE, COMPILE OR CREATE
DERIVATIVE WORKS THEREFROM, SUBJECT TO THE TERMS AND CONDITIONS HEREIN OUTLINED AND ALSO
SUBJECT TO MORE SPECIFIC RESTRICTIONS THAT MAY APPLY TO SPECIFIC MATERIAL ON THE WEBSITE.
THE WEBSITE MAY CONTAIN ADVICE, OPINIONS, AND STATE-MENTS OF VARIOUS INFORMATION PROVIDERS.
ECOSCORECARD DOES NOT REPRESENT OR ENDORSE THE ACCURACY OR RELIABILITY OF ANY ADVICE,
OPINION, STATEMENT OR OTHER INFORMATION PROVIDED BY ANY INFORMATION PROVIDER, OR ANY USER OF
THIS SITE OR OTHER PERSON OR ENTITY. RELIANCE UPON ANY SUCH ADVICE, OPINION, STATEMENT, OR
OTHER INFORMATION SHALL ALSO BE SOLELY AT YOUR OWN RISK. NEITHER ECOSCORECARD NOR ITS
AFFILIATES, NOR ANY OF THEIR RESPECTIVE AGENTS, MEMBERS, EMPLOYEES, INFORMATION PROVIDERS OR
CONTENT PROVIDERS SHALL BE LIABLE TO ANY USER OR ANYONE ELSE FOR ANY INACCURACY, ERROR,
OMISSION, INTERRUPTION, TIMELINESS, COMPLETENESS, DELETION, DEFECT, FAILURE OF PERFORMANCE,
COMPUTER VIRUS, COMMUNICATION LINE FAILURE, ALTERATION OF, OR USE OF ANY CONTENT HEREIN,
REGARDLESS OF CAUSE, FOR ANY DAMAGES RESULTING THEREFROM. THE WEBSITE MAY CONTAIN LINKS AND
REFERENCES TO THIRD-PARTY WEB SITES. THE LINKED SITES ARE NOT UNDER THE CONTROL OF
ECOSCORECARD AND ECO-SCORECARD IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY LINKED SITE OR ANY
LINK CONTAINED IN A LINKED SITE. ECOSCORECARD PROVIDES THESE LINKS ONLY AS A CONVENIENCE,
AND THE INCLUSION OF A LINK OR REFERENCE DOES NOT IMPLY ENDORSEMENT OF THE LINKED SITE BY
ECOSCORECARD. WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE INFORMATION, CONTENT AND
MATERIALS ON THE WEBSITE (INCLUDING, WITHOUT LIMITATION, USER-GENERATED CONTENT) WILL BE
UNINTER-RUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE
SERVERS THAT MAKE SUCH INFORMATION, CONTENT AND MATERIALS AVAILABLE ARE FREE OF VIRUSES OR
OTHER HARMFUL COMPONENTS. MOREOVER, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING,
REPAIR OR CORRECTION. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE
RESULTS OF THE USE OF ANY INFORMATION, CONTENT, MATERIALS, PRODUCTS OR INFORMATION, CONTENT
AND MATERIALS CONTAINED HEREIN OR OFFERED, MADE AVAILABLE THROUGH, OR OTHER-WISE RELATED IN
ANY WAY TO THE WEBSITE, INCLUDING, WITHOUT LIMITATION, USER-GENERATED CONTENT, OR ANY THIRD
PARTY SITES OR INFORMATION, CONTENT AND MATERIALS LINKED TO FROM THE WEBSITE IN TERMS OF
THEIR CORRECTNESS, ACCURACY, COMPLETENESS, RELIABILITY, SAFETY OR OTHERWISE. APPLICABLE LAW
MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO
YOU. THE DISCLAIMERS IN THIS SECTION AND ELSEWHERE IN THESE TERMS OF USE APPLY TO THE
MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. APPLICABLE LAW MAY NOT ALLOW THE DISCLAIMER, SO
SUCH DISCLAIMERS MAY NOT APPLY TO YOU.

4. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES, INCLUDING WITHOUT LIMITATION,
NEGLIGENCE, SHALL ECOSCORECARD, OR ITS MEMBERS OR ITS AFFILIATES BE LIABLE FOR ANY DIRECT,
INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATAION LOST
PROFITS, EVEN IF ECOSCORECARD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. MOREOVER,
UNDER NO CIRCUMSTANCES SHALL ECOSCORECARD BE HELD LIABLE FOR ANY DELAY OR FAILURE IN
PERFORMANCE RESULTING DIRECTLY OR INDIRECTLY FROM AN ACT OF FORCE MAJEURE OR CAUSES BEYOND
OUR REASONABLE CONTROL INCLUDING, WITHOUT LIMITATION, ACTS OF GOD, WAR, EQUIPMENT AND
TECHNICAL FAILURES, ELECTRICAL POWER FAILURES OR FLUCTUATIONS, STRIKES, LA-BOR DISPUTES,
RIOTS, CIVIL DISTURBANCES, TERRORISM, SHORTAGES OF LABOR OR MATERIALS, NATU-RAL DISASTERS,
GOVERNMENTAL ACTIONS, ORDERS OF DOMESTIC OR FOREIGN COURTS OR TRIBUNALS, NON-PERFORMANCE OF
THIRD PARTIES, OR ANY REASONS BEYOND OUR REASONABLE CONTROL. THE LIMITATIONS IN THIS SECTION
AND ELSEWHERE IN THESE TERMS OF USE APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
APPLICABLE LAW MAY NOT ALLOW THE ENFORCEMENT OF CERTAIN PROVISIONS SET FORTH IN THESE TERMS
OF USE, SO SUCH EXCLUSIONS MAY NOT APPLY TO YOU. IF DIS-SATISFIED WITH ANY INFORMATION,
CONTENT AND MATERIAL ON THE WEBSITE OR WITH ANY OF THE TERMS OF USE, YOUR SOLE AND EXCLUSIVE
REMEDY IS TO DISCONTINUE USE OF THE WEBSITE.

5. REGISTRATION INFORMATION AND SECURITY. You agree to provide, maintain and update
true, accurate, current and complete information about yourself as prompted by our
registration processes. If you provide any information that does not satisfy this provision,
or we have reasonable grounds to sus-pect as much, we have the right to suspend or terminate
your account and refuse any and all current or future use of the Website (or any portion
thereof). You also agree (a) to promptly notify us at 17 Executive Park South, Suite 650
Atlanta, GA 30329 of any unauthorized use of your username, password, other account information,
or any other breach of security that you become aware of involving or relating to the Website.
We explicitly disclaim liability for any and all losses and damages arising from your failure
to comply with this section.

6. INDEMNIFICATION. You are entirely responsible for maintaining the confidentiality
of your username, password, and your account, as well as all activities that occur under
your account. You agree to indemnify, defend, and hold EcoScorecard and its members,
officers, directors, owners, employees, agents, representatives and assigns (collectively,
the “Indemnified Parties”) harmless from and against any and all losses, damages,
liabilities and costs (including, without limitation, settlement costs and any legal or
other fees and expenses for investigating or defending any actions or threatened actions)
incurred by the Indemnified Parties in connection with any claim arising out of any breach
by you of these Terms of Use or claims arising from your account or use of the Website. You
shall use your best efforts to coop-erate with EcoScorecard in the defense of any claim. We
reserve the right, at our own expense, to employ separate counsel and assume the exclusive
defense and control of any matter otherwise subject to indem-nification by you.

7. NO UNLAWFUL OR PROHIBITED USE. By use of or access to the Website, you agree to
not use the Information, Content and Materials for any purpose that is unlawful or
prohibited by the Terms of Use or otherwise as provided by law. You may not use the
Information, Content and Materials in any manner that could damage, disable, overburden, or
impair the Website or interfere with any other party’s use and enjoyment of any Information,
Content and Materials. You may not attempt to gain unauthorized access to any Information,
Content and Materials, other accounts, computer systems or networks con-nected to any
EcoScorecard server or to any of the Information, Content and Materials, through hacking,
password mining or any other means. You may not obtain or attempt to obtain any materials or
informa-tion through any means not intentionally made available through the Website.

8. RESTRICTIONS ON USE OF MATERIALS. All information, content and materials contained
on Website is our copyrighted property or the copyrighted property of our licensors or
licensees. All trademarks, service marks, trade names, and trade dress are proprietary to us
and/or our licensors or licen-sees. No information, content or material from the Website may
be copied, reproduced, republished, up-loaded, posted, transmitted or distributed in any
way.

9. COMMUNICATION SERVICES. If the Website contains bulletin boards, chat rooms,
access to mailing lists or other message communication facilities (collectively, “Forums”),
you agree to use the Fo-rums only to send and receive messages and material that are
appropriate and related to the particular Fo-rum. You acknowledge that all Forums or
discussion groups are public and not private communications. You acknowledge that
EcoScorecard does not endorse the chats postings, conferences, emails and other
communications by other users; such communications shall not be considered reviewed,
screened, or ap-proved by EcoScorecard. EcoScorecard has no obligation to monitor entries
made by its users. However, EcoScorecard reserves the right to review all posted material
and to remove any materials in its sole dis-cretion. Always use caution when giving out any
personally identifiable information in the Forums. We cannot guarantee the security of any
information you disclose through the Forums; you make such disclo-sures at your own risk.
EcoScorecard does not control or endorse the content, messages or information found in the
Forums and, therefore, EcoScorecard specifically disclaims any liability with regard to the
Forums and any actions resulting from your participation in any Forum.

10. PRIVACY POLICY. All of the information that we collect from you, such as
registration and credit card information, is subject to our privacy policy, the terms of
which are incorporated herein by reference. Notwithstanding the foregoing, EcoScorecard
reserves the right at all times to disclose any information as EcoScorecard deems necessary,
without notice to you, to satisfy any applicable law, regu-lation, legal process or
governmental request.

11. JURISDICTIONAL AND VENUE ISSUES. You agree that any action at law or in equity
arising out of or relating to these Terms of Use and your use of the Website shall be filed,
and that jurisdiction and venue shall be solely and exclusively the Superior Court of Fulton
County, GA or in the Federal Dis-trict Court for the Northern District of GA, Atlanta,
Division and you hereby consent and submit to the personal jurisdiction of such courts for
the purposes of litigating any such action.

12. GENERAL PROVISIONS. These terms of Use shall be governed by and construed in
accor-dance with the laws of the State of Georgia and the laws of the United States, without
giving effect to any principles of conflicts of law. If any provision of these Terms of Use
shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed
severable from these Terms of Use and shall not affect the validity and enforceability of
any remaining provisions. No waiver of any provision of these Terms of Use by EcoScorecard
shall be deemed a further or continuing waiver of such provision or any other provision, and
our failure to assert any right or provision under these Terms of Use shall not constitute a
waiver of such right or provision. YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR
RELATED TO ANY THE WEBSITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION
ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.