Terms & Conditions of Sale
These Terms & Conditions of Sale (the "Terms"), together with the estimate and/or sales order and/or packing list and/or invoice (each a "Form") serve as the offer of Emdom USA Corp. (Emdom USA) to the buyer identified in the Form ("Buyer") to sell the goods described in the Form (the "Goods") all of which together form the basis of any agreement (the "Agreement") by and between Emdom USA and the Buyer.

ACCEPTANCE. No acknowledgment by Emdom USA of, reference by Emdom USA to, or performance by Emdom USA under any order submitted by Buyer will be deemed to be an acceptance by Emdom USA of any terms or conditions contained in such order that are additional to or contrary to these Terms. Any acceptance by Emdom USA of any oral or written order from Buyer is subject to and includes these Terms and is expressly conditioned upon Buyer's assent to any terms and conditions of sale herein which are additional to or different from any terms or conditions of sale contained in any order or communication submitted by Buyer. Except as expressly provided below, no order may be changed or cancelled by Buyer after Acknowledgment by Emdom USA without Emdom USA's written consent, and Emdom USA reserves to its sole judgment and discretion when and under what circumstances it will approve any order cancellations or changes. If changes or cancellations are accepted, a change or cancellation fee may be charged to Buyer in accordance with Emdom USA's then current change and cancellation policy.

DELIVERY. Unless otherwise specified on the Form or these Terms, the Goods will be delivered F.O.B. Emdom USA's warehouse or plant; or in the case of shipment from an Emdom USA vendor, F.O.B. Origin. Delivery dates are approximate and not guaranteed. Emdom USA will use commercially reasonable efforts to deliver the Goods on or before the estimated delivery date, as indicated on the Form, and will notify Buyer if the estimated delivery dates cannot be honored and will deliver the Goods as soon as practicable thereafter. Under no circumstances will Emdom USA's failure to deliver the Goods by the estimated delivery date permit Buyer to cancel an order. Emdom USA retains the right to make partial or early shipments. Emdom USA will consider claims for concealed shortages in shipments or rejections due to failure to conform to an order only if such claims or rejections are made in writing within fifteen (15) days of delivery and are accompanied by the packing list and, if applicable, the reasons in detail why the Goods do not conform to Buyer's order.

RISK OF LOSS. If Emdom USA is to ship the Goods by carrier, risk of loss passes to Buyer when the Goods are delivered to the carrier even though the shipment is under reservation of a security interest. If Buyer is to pick up the Goods at Emdom USA's warehouse or plant, risk of loss passes to Buyer on tender of delivery at Emdom USA's plant or warehouse. Anything to the contrary in these Terms notwithstanding, risk of loss also passes to Buyer upon the occurrence of any of the following events: (i) Buyer is unable or refuses to accept delivery on the delivery date for the shipment specified on the Acknowledgement; or (ii) the Goods are ready for delivery and Buyer has failed to furnish Emdom USA with shipping instructions; or (iii) Buyer has paid the entire purchase price for a shipment prior to delivery.

ACKNOWLEDGEMENT. "Acknowledgement" means Emdom USA's written confirmation and acceptance of order from the Buyer. Emdom USA has the right to update the Acknowledgement at any time for revision of schedule or revision of payment terms. The latest Acknowledgement sent by Emdom USA supersedes all previously-sent Acknowledgements.

PRICE. Unless otherwise specified on the Form, the price of the Goods is F.O.B. Origin and is exclusive of all insurance, freight, packing and unpacking charges and all imposts, duties and taxes. If Buyer requests that Emdom USA arrange shipment of Goods, an additional charge will apply. Title and risk of loss passes at Emdom USA's warehouse (or in the case of shipment from an Emdom USA vendor, at such vendor). If Emdom USA pays any insurance, freight, packing, unpacking or other charges in connection with any shipment or any imposts, duties or taxes in connection with any shipment (including any sales, use, excise, value-added, ad valorem or property taxes and any interest or penalties in connection with any of the foregoing, but excluding any taxes measured on Emdom USA's net income), Buyer, upon receipt of an invoice from Emdom USA therefor, will promptly reimburse Emdom USA for same. Buyer is either purchasing Goods for resale or is authorized as a direct pay taxpayer by the state to which use (sales) tax is applicable (Buyer shall provide proof of such direct pay status). If Buyer is purchasing Goods for resale, Buyer must furnish the resale certification required by the state of the Buyer's principal office; provided that if Goods are shipped elsewhere, Buyer must furnish such evidence required by the recipient address state. Buyer will reimburse Emdom USA for any and all tax compliance costs incurred by Emdom USA relating to Buyer's failure to timely furnish any and all of the foregoing tax documentation. Prices are firm for all Goods scheduled for delivery (in accordance with the delivery date in the Acknowledgment) not more than 90 days from the date of the Acknowledgement. Prices for Goods scheduled for delivery thereafter are subject to increases; provided that Emdom USA will give Buyer prior written notice of any such increases, and Buyer will have the right to cancel the entire (but only the entire) portion of the sale of Goods affected by such price increases, provided Emdom USA receives from Buyer written notice of such cancellation within 15 days after Buyer's receipt of Emdom USA's notice of price increase.

FORCE MAJEURE. Emdom USA's duty to perform under this Agreement and the prices therein are contingent upon the non-occurrence of an Event of Force Majeure. If Emdom USA shall be unable to perform a material obligation under this Agreement due to an Event of Force Majeure, this Agreement shall at Emdom USA's election (i) remain in effect but Emdom USA's obligations shall be suspended until the uncontrollable event terminates or (ii) be terminated upon ten (10) days' notice to Buyer, in which Buyer shall pay Emdom USA for all parts of the Goods delivered to Buyer as of the date of termination. An "Event of Force Majeure" shall mean any cause or event beyond the control of Emdom USA. Without limiting the foregoing, Event of Force Majeure includes: acts of God; acts of terrorism, war or the public enemy; flood; earthquake; tornado; storm; fire; civil disobedience; pandemic, epidemic, quarantine, (including without limitation COVID-19 infection ("Coronavirus")); insurrections; riots; labor disputes; labor or material shortages; sabotage; restraint by court order or public authority; and the requirements of any applicable government in any manner that diverts either the material or the finished Goods to the direct or indirect benefit of the government.

TECHNICAL ADVICE. Upon request, Emdom USA will endeavor to furnish such technical advice as it has available in reference to Buyer´s use of its products. Buyer expressly understands that any technical advice that Emdom USA furnishes concerning the use of its products is given gratuitously, and Emdom USA assumes no obligation or liability for the advice or results obtained, all such advice being given and accepted at Buyer´s risk. Buyer must pass on all instructions and warnings supplied by Emdom USA to those persons who use the Goods. Buyer must leave intact all warning labels adhered to the Goods by Emdom USA.

EXPORT CONTROLS & FCPA. Buyer may not sell, resell, export, re-export, re-transfer or engage in or facilitate other transactions contrary to U.S. law, including the U.S. Export Administration Regulations, the U.S. International Traffic in Arms Regulations, U.S. economic sanctions regulations administered by the U.S. Treasury Department, and the U.S. Foreign Corrupt Practices Act.

TERMS OF PAYMENT. Buyer agrees to promptly pay all sums agreed to be paid hereunder. Payment terms will be as noted on the face of the Form. Shipments and deliveries hereunder will at all times be subject to the approval of Emdom USA´s credit department. Emdom USA´s payment terms are subject to change without notice and those in effect at time of shipment will apply. Emdom USA reserves the right to divide an order into separate shipments and separately invoice such shipments, in which case each shipment will be deemed a separate contract and payment therefore will be due in accordance with these Terms. If Buyer fails to fulfill the terms of payment, or if Emdom USA has any doubt as to Buyer´s financial responsibility, Emdom USA may, at its option: (i) require full or partial payment in advance; (ii) demand payment and suspend deliveries until payment is received; or (iii) decline to make further deliveries except upon receipt of cash or satisfactory security. Buyer´s failure to furnish payment upon demand will constitute a repudiation of this contract, and Emdom USA will be entitled to receive reimbursement for its reasonable cancellation charges. Emdom USA reserves the right to add to any account outstanding for more than 30 days a service charge equal to the lesser of the maximum allowable legal interest rate or 1.5% of the principle amount due at the end of each month. Customer shall pay all costs (including attorney's fees) incurred by Emdom USA in attempting to collect amounts due or otherwise enforcing these Terms. Emdom USA will not be liable for any of Buyer´s costs or expenses arising out of the exercise of any of Emdom USA´s rights hereunder.

CANCELLATION. Accepted orders cannot be cancelled, in whole or in part, without Emdom USA´s written consent. If Buyer requests cancellation of orders for Goods which have been manufactured in whole or in part, such cancellation will be at Emdom USA´s option and subject to cancellation charges. Emdom USA´s failure to meet estimated ship dates will not be sufficient cause for cancellation of orders. Buyer will be liable for the payment of reasonable cancellation charges, which will not be less than 10% of the price of the Goods cancelled, but will include (a) all costs and expenses that Emdom USA incurs for or on account of the Goods cancelled and the cancellation; (b) any and all liabilities, costs, damages and expenses that Emdom USA incurs by or as a result of commitments incident to the Goods involved including commitments made or liabilities assumed to any supplier of such Goods and materials used in such Goods; and (c) any and all indirect charges as well as a reasonable profit.

LIMITED WARRANTY. Emdom USA warrants that (the "Warranty") the Goods manufactured by Emdom USA and delivered will be free from significant defects in material and workmanship during the standard service life expectancy of the Good, not to exceed 12 consecutive months from the date of delivery (the "Warranty Period"). The Warranty only applies to the original Buyer of the Goods, and does not apply to any Good that (i) has been subjected to abuse, misuse, neglect, negligence, accident, improper testing, installation, assembly, storage, handling or maintenance (including incorrect laundering), abnormal physical stress or environmental conditions, use contrary to any instructions issued by Emdom USA, or use in a manner for which the Good was not intended, (ii) has been reconstructed, repaired, or altered by an person or entity other than Emdom USA or its authorized representative, (iii) has been used with any third-party product that has not been previously approved in writing by Emdom USA, (iv) has been subjected to any condition other than ordinary wear and tear, (v) has only cosmetic damage, including minor scratches, surface deformations, discoloration, or natural fading of colors; (vi) has been damaged during transportation; (vii) has date codes or tags that have been removed or defaced, (viii) were purchased from an unauthorized dealer, including Goods purchased through third party auction sites, unauthorized dealers selling via third party marketplaces, or dealers selling altered or modified Goods, or (ix) has been damaged by normal wear and tear or any cause not the fault of Emdom USA. Goods or components of Goods purchased by Emdom USA from a third party for resale to Buyer or for incorporation into the Goods will carry only the warranty extended by the original manufacturer ("OEM") and Emdom USA shall have no liability therefor. Such OEM warranty terms may be found on the OEM's associated websites or by contacting the OEM. Emdom USA's obligations under this Warranty are subject to satisfaction of the following conditions: (a) that Buyer has notified Emdom USA in writing of any alleged defect (and has provided Emdom USA in writing the model number of the allegedly defective Good as stated on the original sales receipt), no later than 30 days from the date Buyer discovered, or upon reasonable inspection should have discovered, that alleged defect, but in any event before the expiration of the applicable Warranty Period, (b) that Buyer has shipped, at Buyer's expense, the allegedly defective Good to Emdom USA's address located at PO Box 790074, 7135 Metropolitan Ave, Middle Village NY 11379-9997, for inspection and testing by Emdom USA, no later than 30 days from the date Buyer discovered, or upon reasonable inspection should have discovered, the alleged defect, and (c) that Buyer is not in default of its payment obligations to Emdom USA under any purchase order or agreement. Buyer's failure to deliver the foregoing written notice or ship any Defective Good back to Emdom USA within the applicable time period will be deemed an unconditional waiver of Buyer's claims for any such defects. If Emdom USA's inspection and testing reveals, to Emdom USA's satisfaction, that the Good is not conforming to the Warranty (each a "Defective Good"), Emdom USA will, in its sole discretion, repair the Defective Good, replace the Defective Good, or credit or refund the price of the Defective Good less any applicable discounts, rebates, or credits. If Emdom USA exercises its option to repair or replace, Emdom USA will, after receiving Buyer's shipment of the Defective Good, deliver the repaired or replaced Good, at Emdom USA's expense (except that Buyer will be responsible for insurance costs), F.O.B. Emdom USA's warehouse or plant (or as otherwise provided on the Form, or in the case of shipment from an Emdom USA vendor, F.O.B. Origin). Goods repaired or replaced under this Warranty will be warranted for the unexpired portion of the Warranty applying to the original Goods. Buyer has no right to return any Goods for repair, replacement, credit or refund except as provided under this Warranty and below under "RETURNS." THIS WARRANTY PROVIDES THE BUYER'S SOLE AND EXCLUSIVE REMEDY AND Emdom USA'S ENTIRE LIABILITY FOR ANY BREACH OF THIS WARRANTY. EXCEPT FOR THIS EXPRESS WARRANTY, Emdom USA MAKES NO WARRANTY WITH RESPECT TO THE GOODS, INCLUDING ANY WARRANTY OF MERCHANTABILITY, WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, WARRANTY OF TITLE, OR WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE. Notwithstanding the Warranty Period, Emdom USA may in its sole discretion correct Defective Goods, purchased by individual retail customers, outside of the Warranty Period for the lifetime of the Defective Good ("Limited Lifetime Warranty").

DAMAGES. IN NO EVENT WILL Emdom USA BE LIABLE FOR SPECIAL, PUNITIVE, EXEMPLARY, INCIDENTAL, ENHANCED, INDIRECT OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS, LOSS REVENUE, LOSS OF USE, LOSS OF REPUTATION AND DATA, DIMINUTION IN VALUE, BUSINESS INTERRUPTION, COSTS INCURRED INCLUDING FOR CAPITAL, SUBSTITUTE GOODS, AND FACILITIES), EVEN IF Emdom USA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Emdom USA´S AGGREGATE LIABILITY FOR DAMAGES UNDER THIS AGREEMENT, WHETHER ARISING FROM OR BASED UPON BREACH OF WARRANTY, BREACH OF CONTRACT, TORT OR OTHER CAUSE OF ACTION (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WILL IN NO CASE EXCEED THE PURCHASE PRICE THAT BUYER PAYS FOR THE PARTICULAR GOODS GIVING RISE TO THE CLAIM. BUYER WILL INDEMNIFY AND HOLD HARMLESS Emdom USA FOR ANY DAMAGES INCURRED BY Emdom USA IN EXCESS THEREOF. NOTWITHSTANDING ANYTHING TO THE CONTRARY, IN NO EVENT SHALL Emdom USA BE LIABLE FOR ANY DAMAGES (WHETHER DIRECT OR INDIRECT) FOR GOODS OR COMPONENTS OF GOODS PURCHASED BY Emdom USA FROM A THIRD PARTY FOR RESALE OR THE INCORPORATION INTO THE GOODS FOR SALE, INCLUDING WITHOUT LIMITATION SOFT OR HARD BODY ARMOR AND THE BALLISTIC RESISTANCE THEREOF.

SECURITY INTEREST. Buyer grants to Emdom USA a first priority purchase money security interest in all Goods purchased hereunder, and in each and every item thereof, including replacements, proceeds, and products thereof, to secure payment of all amounts and performance of all obligations due hereunder. Buyer will execute, at Emdom USA´s request, all financing statements that Emdom USA deems necessary or desirable to perfect Emdom USA´s security interest. Buyer authorizes Emdom USA to sign on Buyer´s behalf, and file, a copy of the security agreement or a financing statement with the appropriate authorities to perfect Emdom USA´s security interest in all purchased Goods. Emdom USA will have all rights and remedies of a secured party under the UCC in effect in any applicable jurisdiction.

OPTION TO ACCELERATE. Emdom USA has the right on written notice to Buyer to demand immediate payment of amounts due hereunder if Emdom USA believes in good faith that the prospect of Buyer´s payment or performance is impaired. Buyer´s acceptance of Goods will constitute an express representation that Buyer is not then insolvent within the meaning of Title 11, United States Code or similar federal or state law.

SEVERABILITY. The provisions of these Terms are severable and if any provision is invalid, void or unenforceable in whole or in part for any reason, the remaining provisions will remain in full force and effect.

NON-WAIVER. Emdom USA´s failure or refusal to insist upon strict performance of any provisions of this Agreement will not be deemed a waiver of Emdom USA´s rights or remedies, or a waiver by Emdom USA of any subsequent default by buyer in the performance of or compliance thereof.

ASSIGNMENT. Buyer may not assign these Terms in whole or in part and any attempted assignment will be void and of no effect.

ENTIRE AGREEMENT. Unless alternative or supplemental terms and conditions are expressly agreed upon in writing by Emdom USA, these Terms and Form(s) shall constitute the entire Agreement and understanding of the parties and supersedes all prior agreements and understandings relating to the subject matter hereof. No agreements, understandings, restrictions, warranties, or representations exist between or among the parties other than those provided herein unless agreed upon by the parties.

APPLICABLE LAW & JURISDICTION. Buyer and Emdom USA agree that interpretation of and performance under these Terms, as well as all other aspects of the transaction contemplated by these Terms, will be governed by the laws of the State of New York without regard to New York´s conflict or choice of law rules. Buyer and Emdom USA further agree that any action at law, suit in equity or other judicial proceeding ("Litigation") with respect thereto must be brought and maintained in a court of competent jurisdiction within the United States District Court, New York City, New York State. Buyer agrees to hereby waive any right to forum non convenience. Buyer and Emdom USA agree that any controversy or claim arising out of or relating to this Agreement, or the breach thereof, and as a condition precedent to Litigation, the parties herein shall attempt in good faith to resolve any controversy or claim through negotiations between authorized representatives of the Buyer and Emdom USA.

INTELLECTUAL PROPERTY. Buyer acknowledges that Emdom USA Corp. is the exclusive owner of all right, title, and interest in Emdom USA trademark(s) and intellectual property. Notwithstanding anything to the contrary, nothing in this Agreement will function to transfer Emdom USA intellectual property rights to the Buyer and Emdom USA retains exclusive interest in and ownership of its intellectual property.

To the extent the Goods include Emdom USA trademark(s), Buyer is permitted, on a limited, non-exclusive, and non-transferable basis, to use the Emdom USA trademark(s) for the sole purpose of marketing and selling its products which incorporate the trademark(s). All goodwill resulting from such permitted use of Emdom USA trademark(s) by Buyer will inure to the sole benefit of Emdom USA, and such Buyer must strictly adhere to Trademark Usage Guidelines which can be provided by Emdom USA upon request. Emdom USA may, at any time and at its sole discretion, revoke permission of trademark usage. Buyer shall defend, indemnify and hold harmless Emdom USA (and each of the officers, shareholders, directors, employees and agents) from and against any and all liabilities, claims, demands, losses, damages, expenses, fines, costs, including reasonable attorneys' fees, consequential damages, or any and all other expenses and costs incident to the foregoing, related to any claim, lawsuit, investigation, proceeding, regulatory action or other cause of action asserted by a third party against Emdom USA arising out of or relating to the use of Emdom USA trademark(s) by Buyer.

Terms & Conditions of Use

Welcome to the Emdom USA website (the "Site") provided to you by Emdom USA Corp. (also referred to as "Emdom USA", "we", "our", and "us"). In order to use our Site you must comply with these Terms of Use ("Terms of Use"). These Terms of Use apply to all users of the Site ("user", "you" or "your). Please read these Terms of Use carefully, along with the other information referred or linked to in these Terms of Use and be sure you understand the terms and conditions governing your use of this Site. From time to time, we may unilaterally modify these Terms of Use so it is important that you check these Terms of Use every time you use the Site. By continuing to use this Site, you accept these Terms of Use, including any modifications made as of the date of your use.

User Restrictions
You agree that you will not: (a) use this Site for any commercial or political purpose, or for any purpose that is unlawful or prohibited by these Terms of Use; (b) monitor, gather, or copy content or trademarks on this Site by using any robot, spider, crawler, spyware, engine, device, software, extraction tool, or any other automatic device, utility, or manual process of any kind; (c) frame or utilize framing techniques to enclose any trademark or other proprietary information (including, without limitation, any images, text, or page layout); (d) use any meta tags or any other "hidden text" utilizing any trademarks; (e) engage in any activities through or in connection with this Site that seek to attempt to harm other users or are unlawful, offensive, obscene, threatening, harassing, or abusive, or that infringe any right of any third party; or (f) engage in any activity that interferes with a user's access to this Site or the proper operation of this Site. You also agree that, in using this Site, you will not impersonate any person or entity.

Registration
Certain sections of, or offerings from, the Site may require you to register a user profile. If registration is requested, you agree to provide us with accurate, complete registration information, including your full legal name and other necessary and accurate contact information. You may not register on behalf of any other person or entity. We do not permit any individual to (a) register under another individual's name; or (b) to access the Site using a single name which has been distributed to multiple users on a network. Your right to use the Site is not transferable or assignable. Any password or right given to you to obtain information or documents is not transferable or assignable.

Online Shopping
This Site may offer online capabilities to purchase products and services. You must be 18 years of age or older to make any such purchases, and by ordering a product from our Site, you are representing that you are 18 years of age or older. Please note that we make every effort to display as accurately as possible the products we offer through this Site, however, the colors, dimensions, and details that you see on your computer monitor will vary depending on your equipment; therefore, we cannot guarantee that your equipment will accurately display the details of our products. You are responsible for paying all sales, use, and other similar taxes relating to any of your online purchases of products from our Site. You are also responsible for paying all postage and handling charges relating to your online purchases and for insuring your purchases.

Intellectual Property
This Site contains material which is our property or the property of third parties who have granted us the right to use such materials on our Site. All material posted on our Site is protected by United States and international copyright, trademark, and other intellectual property laws. You may not modify, copy, reproduce, republish, upload, post, transmit, or distribute in any way material from this Site, including code and software underlying this Site. You may download content from this Site for your personal, non-commercial use only, provided you keep intact all copyright and other proprietary notices and obtain our express written consent. Any unauthorized use of content terminates the foregoing rights. E-mail submissions transmitted over the Internet may not be secure. Please consider this fact before sending any information to us that may be personal or confidential.

Indemnification
You agree to indemnify, defend and hold us and our partners, agents, officers, directors, employees, subcontractors, successors, assigns, third party suppliers of information and documents, attorneys, advertisers, product and service providers, and affiliates (collectively, "Affiliated Parties") harmless from any liability, loss, claim and expense, including reasonable attorney's fees, related to your violation of these Terms of Use or use of the Site.

Disclaimer of Warranties and Limitation of Liability
THE PRODUCTS, SERVICES, INFORMATION, CONTENT AND MATERIALS, AND DOCUMENTS MADE AVAILABLE FROM OR THROUGH THE SITE ARE PROVIDED "AS-IS," "AS AVAILABLE," WITH "ALL FAULTS", AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED (INCLUDING BUT NOT LIMITED TO THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). THE SITE MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. WE AND OUR AFFILIATED PARTIES HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF THE SITE OR OF ANY PRODUCTS, SERVICES, INFORMATION, CONTENT AND MATERIALS, AND DOCUMENTS MADE AVAILABLE THROUGH THE SITE, EXCEPT AS PROVIDED IN THIS SECTION. IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, WE AND OUR AFFILIATED PARTIES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NEGATION AND LIMITATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU. THIS SITE AND THE PRODUCTS, SERVICES, DOCUMENTS AND INFORMATION PRESENTED WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH THE SITE OR OTHERWISE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THESE TERMS OF USE. ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES CONTAINED WITHIN THE ELECTRONIC FILE CONTAINING A FORM OR DOCUMENT IS HEREBY DISCLAIMED.

Neither Emdom USA nor any of our Affiliated Parties shall be liable for any loss, injury, claim, liability, or damage of any kind resulting in any way from (a) any errors in or omissions from the Site or any services or products obtainable therefrom, (b) the unavailability or interruption of the Site or any features thereof, (c) your use of the Site, (d) the content contained on the Site, or (e) any delay or failure in performance beyond our control.

THE AGGREGATE LIABILITY OF Emdom USA AND OUR AFFILIATED PARTIES IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RELATING TO THE SITE AND/OR THE PRODUCTS, SERVICES, INFORMATION, CONTENT AND MATERIALS, AND DOCUMENTS PROVIDED HEREIN OR HEREBY SHALL NOT EXCEED $100.00 AND THAT AMOUNT SHALL BE IN LIEU OF ALL OTHER REMEDIES WHICH YOU MAY HAVE AGAINST US AND ANY AFFILIATED PARTY.

Please note that some jurisdictions may not allow the exclusion of implied warranties or the limitation or exclusion of liability for incidental or consequential damages, so some of the foregoing exclusions may not apply to you. Check your local laws for restrictions or limitations.

License to Submitted Content
Any material, information, feedback, or idea that you send to us via the Site is deemed to be a grant by you to Emdom USA of a royalty-free, perpetual, nonexclusive, unrestricted, worldwide license to use, copy, sublicense, adapt, transmit, create derivative works from, publicly perform or display any such communication, and to sublicense to third parties the unrestricted right to exercise any of the foregoing rights granted with respect to the communication. The foregoing license shall include the right to exploit any property rights in such material, including but not limited to rights under copyright, trademark, service mark or patent laws under any relevant jurisdiction. You warrant that all publicity rights and "moral rights" in your submissions have been waived.

Linking Policy
We may enter into arrangements with certain third party website owners which allow us to place on such third party's site ("Third Party Site"), and allows the third party to place on our Site, a hyperlink (a "Link") or a banner advertisement ("Banner Ad") containing a Link which allows our respective users to connect to the home page of Third Party Sites or this Site, as applicable. These Links and Banner Ads are provided for the benefit of the users of the Site. A Link or Banner Ad to or from a Third Party Site does not imply that Emdom USA endorses the content on or the business of the Third Party Site. User is solely responsible for determining the integrity and reliability of the information on the Third Party site. We are not responsible for the content, accuracy, or opinions expressed on any Third Party Site. We will not, and are under no obligation to, investigate, monitor or check the Third Party Sites for accuracy or completeness, or for any obscene, scandalous, inflammatory, pornographic, indecent, profane, defamatory or unlawful content or materials. If you decide to leave the Site and access a Third Party Site, you do so at your own risk. We are not responsible for the privacy policies applicable to Third Party Sites. Once you link to a Third Party Site, our Privacy Policy stated on this Site is no longer in effect. We may at any time revise this Linking Policy. You are bound by any such revisions and should therefore periodically visit this Agreement to review the then-current Linking Policy to which you are bound.

Unlawful Activity
We reserve the right to investigate complaints or reported violations of these Terms of Use and to take any action we deem appropriate, including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to your profile, email addresses, usage history, IP addresses and traffic information.

Information Security
We use security protocols which are standard and recommended in the technology industry to protect data stored on our Site and to secure transmission sent between us and you. However, despite these safety measures, no data stored online or transmitted over the Internet or a wireless network connection can be guaranteed to be 100% secure. Accordingly, while we strive to protect the data you transmit to us via email and personal information you may provide to us, you acknowledge that: (a) there are security and privacy limitations of the Internet which are beyond our control; (b) the security, integrity and privacy of any and all information and data exchanged between you and us through our Site cannot be guaranteed; and (c) any such information and data may be viewed or tampered with in transit by a third party. Emdom USA hereby disclaims all liability and responsibility for any damages to you which are caused by any of the foregoing events if such events were unforeseeable or beyond our reasonable control despite our implementation of industry standard security measures.

Privacy and Children's Information
We do not knowingly collect any personally identifiable information from any users under the age of 13 or from users between the ages of 13 and 18 and we have no reason to believe that any children under the age of 18 would be attracted to our Site or have reason to submit any personally identifiable information to us. This Site is targeted to and designed for adult users over 18 years of age. If you transmit any information to us, regardless of the purpose of such transmission, you are representing to us that you are over the age of 18.

Termination
We may cancel, suspend, or terminate your right to use the Site at any time without notice. In the event of suspension or termination, you are no longer authorized to access the Site. The restrictions imposed on you with respect to material downloaded from the Site, and the disclaimers and limitations of liabilities set forth in these Terms of Use shall survive.

Entire Agreement
These Terms of Use constitute the entire agreement between Emdom USA and you with respect to your use of the Site, and all information obtained by you from the Site, and supersedes all previous and contemporaneous agreements, proposals, and communications, written or oral with respect to this subject matter.

No Waiver
No delay or failure by Emdom USA to enforce any of these Terms of Use shall constitute a waiver of any of our rights hereunder, and only a specific, written waiver signed by an authorized representative of Emdom USA shall have any legal effect.

Severability
If any clause or provision set forth in these Terms of Use is determined to be illegal, invalid, or unenforceable under present or future law, the clause or provision shall be deemed to be deleted without affecting the enforceability of all remaining clauses or provisions.

Jurisdiction, Venue, and Alternative Dispute Resolution
These Terms of Use are governed by and construed in accordance with the laws of the State of New York, without regard to its conflicts of law provisions. In the event of a dispute arising out of your use of the Site or these Terms of Use, regardless of who initiated the proceeding, you agree to submit to the personal jurisdiction and venue of the state and federal courts located in New York City, New York.

Copyrights and Copyright Agents
We respect the intellectual property of others, and we ask you to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our Copyright Agent the following information:

A. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
B. A description of the copyrighted work that you claim has been infringed;
C. A description of where the material that you claim is infringing is located on the Site;
D. Your address, telephone number, and email address;
E. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
F. A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

Our Copyright Agent for Notice of claims of copyright infringement on the Site can be reached by directing an e-mail to the Copyright Agent at [email protected].