PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS WEBSITE

Effective Date: October 27, 2009

The “GEElectronicsweb.com” web site (the “Site”) is an electronic service provided by GE Capital Solutions, Global Electronics Services, Inc., a business unit of General Electric Capital Corporation (together, with its direct and indirect parents and subsidiaries, and their incorporated and unincorporated divisions and operating units “GES”). The Site allows customers of GES or prospective customers of GES (“Customers”) to electronically (i) access information regarding equipment that GES has available for purchase, (ii) log its interest in acquiring a particular item(s) of equipment and (iii) submit inquiries regarding any such Equipment (“Permitted Uses”).

1. ACCEPTANCE OF TERMS OF USE. These Terms of Use constitute a binding agreement among you (“you” or “User”), the Customer you represent, and GES. By accessing and/or using the Site, you agree, on your own behalf and on behalf of the Customer you represent, to accept and be bound by these Terms of Use, including the Privacy Notice. You acknowledge that you have all necessary authority to act on behalf of Customer and to agree to these Terms of Use on Customer’s behalf, and that all instances in these Terms of Use of the phrase “you agree” shall be understood to mean, “you, on your own behalf and on behalf of Customer, agree.” These Terms of Use contain waivers by Customer of certain rights Customer may have against GES. Nothing herein, including GES’s right to make changes to these Terms of Use or to the Site, shall have the effect of amending or otherwise affecting the terms and conditions of any existing agreement between Customer and GES. IF YOU DO NOT AGREE TO THESE TERMS OF USE, YOU MAY NOT USE THE SITE.

2. SITE REGISTRATION. Use of the Site is restricted to registered individuals who have created a user profile and selected a valid user ID and password (together, “Password”). You agree to promptly update your User profile as necessary to ensure that such information at all times remains accurate and complete. Information provided during the registration process will be treated in accordance with the Privacy Notice. GES reserves the right, at its sole discretion, to reject any Customer’s registration for any lawful reason. Registrants whose applications are rejected may not use the Site or attempt to re-register without GES’s prior express consent, or re-register using another individual’s information.

3. PASSWORD SECURITY. You are responsible for the proper use and security of your Password, and agree to take all reasonable precautions to protect the security and integrity of your Password and to prevent its unauthorized use. Your Password should never be shared with anyone, including others within your organization. Customer will be solely responsible for all actions taken through the use of your Password, including all transmissions by you of Electronic Records and Electronic Signatures (as such terms are defined in Section 9). You will immediately notify GES in writing if you become aware of any unauthorized access to or use of your Password and/or the Site, or if your Password is lost or stolen. Such notice, however, does not release Customer from responsibility for any unauthorized access to the Site, or any losses suffered by Customer or GES, facilitated through the loss or unauthorized use of your Password. GES shall be entitled to assess your Password and, if it determines that you are using a Password it considers insecure, may at its discretion require you to change the Password and/or terminate your or Customer’s account.

4. SITE SECURITY PROCEDURES. The Site uses encryption to preserve the security and integrity of Customer’s transmissions. Customer acknowledges that the affixation or inclusion of a user’s Password in an Electronic Record or Electronic Signature, together with the encryption technology employed by the Site for detecting changes or errors in Electronic Records and Electronic Signatures, shall be sufficient security procedures to verify the origin of any such transmission or the identity or authority of the person transmitting it.

5. CHANGES TO TERMS OF USE. GES may at any time, in its sole discretion, revise these Terms of Use by changing, adding to or deleting any provision, in whole or in part. IN THE EVENT OF ANY MATERIAL CHANGE TO THESE TERMS OF USE, A NOTIFICATION WILL BE POSTED ON THE SITE FOR THIRTY (30) DAYS. Changes will be effective immediately upon the posting of such notice. Your continued use of the Site after such changes are posted will constitute Customer’s agreement to and acceptance of any and all such changes.

6. CHANGES TO OR SUSPENSION OF THE SITE. GES may at any time, in its sole discretion, (a) change, modify, augment, impose limits or restrictions, or suspend or discontinue Site services, features and/or content, in whole or in part; or (b) change or modify the equipment or software required by Customer to access the Site. All obligations created through the use of the Site shall survive any change, modification, limitation, suspension or termination of the Site.

7. CHANGES TO, SUSPENSION OR TERMINATION OF CUSTOMER’S ACCESS RIGHTS. GES may at any time, in its sole discretion, (a) change or modify Site access or security procedures; or (b) investigate suspected violations of these Terms of Use and suspend or terminate any Customer’s access to all or part of the Site upon GES’s reasonable belief that such Customer is in breach of any provision of these Terms of Use. If Customer’s rights have been suspended or terminated for violation of these Terms of Use, Customer may not, without GES’s prior permission, re-register (or cause a third party to register on their behalf) for use of the Site.

8. FEES. GES does not currently charge any fees to use the Site.

9. CONSENT TO ELECTRONIC TRANSACTIONS. Use of the Site entails the use of Electronic Records (as such terms are defined below). Your affirmative actions in using the Site, such as transmitting data or documents, and by clicking “I Accept”, “Submit”, “Submit to GES”, “Yes”, “Go” and the like, signify that Customer is affixing an Electronic Signature to an Electronic Record with the intention to be legally bound. Such affirmative actions will have the same legal force, effect, validity, and enforceability as if you affixed a written signature to a tangible document, and such Electronic Record and Electronic Signature shall be deemed to satisfy the writing and delivery requirements of any applicable law. You agree to transmit and receive Electronic Records through the Site via the Internet using your Password. GES’s electronic or other properly stored copy of such Electronic Signatures and Electronic Records shall be deemed to be the true, complete, valid, authentic and enforceable copy of them. You agree not to contest the admissibility, legal effect, validity, or enforceability of such Electronic Signatures or Electronic Records in any proceedings arising out of use of the Site. Customer acknowledges that, regardless of whether it is using a web browser with security features, GES is unable to ensure that data contained in any related Internet transmission between GES and Customer will not be intercepted by third parties. You agree that GES will not be liable should any such interception occur prior to receipt by GES of any such data transmitted by Customer or after transmission by GES of any such data to Customer. As used in these Terms of Use, the term “Electronic Record” means a record created, generated, sent, communicated, received or stored by electronic means; and the term “Electronic Signature” means electronic sound, symbol, or process, attached to or logically associated with a contract or other record and executed or adopted by a person with the intent to sign the record.

10. REPRESENTATIONS AND WARRANTIES: In consideration of Customer’s use of and access to the Site, You agree that each transmission of Electronic Signatures and Electronic Records using its Passwords via the Site shall be (a) deemed to be a representation and warranty by Customer that all such Electronic Records are true, correct and accurate when the record is sent.

11. DUTY TO VERIFY TRANSMISSIONS. Customer shall independently verify all information and calculations computed by use of the Site and immediately inform GES of any error.

12. USER CONDUCT. You agree that you will not:

• Use the Site in any manner that could damage, disable, overburden, or impair the Site.
• Interfere with the security of, or otherwise abuse, the Site, or any services, system resources, accounts, servers, or networks connected to or accessible through the Site or affiliated or linked sites. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools or network probing tools) is strictly prohibited. If you become involved in any violation of system security, GES reserves the right to release your details to system administrators at other websites in order to assist them in resolving security incidents.
• Disrupt or interfere with any other person’s use of the Site or affiliated or linked sites.
• Use the Site to transmit to GES any messages, Electronic Documents or other content not expressly related to the Permitted Uses.
• Attempt to obtain unauthorized access to the Site or portions of the Site that are restricted from general access.
• Use or attempt to use another’s account, service, or system without authorization from GES.
• Create or use a false identity on the Site.
• Post or otherwise disseminate on or through the Site harassing, defamatory, libelous, tortious, offensive, threatening, obscene, or otherwise unlawful communications or materials of any kind, or materials that infringe or violate any third party’s copyright, trademark, trade secrets, privacy, or other proprietary or property right or that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable law.
• Use any robot, spider, or other automatic device, or manual process to monitor or copy the web pages or the content contained at the Site.

Allow access to or use of the Site or any component thereof by or for the benefit of any third parties who are not Users, including, without limitation, providing timeshare services, service bureau services, outsourcing or consulting services, without GES’s prior written consent, or for any unlawful purpose or in furtherance of any unlawful purpose.

• Upload or transmit to GES’s computer systems any computer virus, worm, time bomb, or other harmful programming routine.
• Link to the Site from third-party Web sites, except to the home page of the Site in a manner that displays the home page full-screen in a fully operable and navigable browser window (i.e., not within a "frame" on the linked Web site).
• Incorporate into another Site or other service any intellectual property of GES or its licensors.
• Create the appearance, by linking or otherwise, that Customer or any third party is associated with or sponsored by GES.

13. DISCLAIMER OF WARRANTIES.

1. THE SITE IS PROVIDED BY GES ON AN “AS IS” AND “AS AVAILABLE” BASIS. GES MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE SITE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK. GES SHALL NOT BE RESPONSIBLE FOR THE ACCURACY, COMPLETENESS OR USE OF ANY INFORMATION RECEIVED BY CUSTOMER THROUGH THE SITE. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, GES DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. GES DOES NOT WARRANT THE AVAILABILITY OR ACCURACY OF THE SITE, OR THAT THE SITE, ITS SERVERS, OR E-MAIL SENT FROM GES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO DEALER, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY.
2. THE SITE MAY BE USED FOR INFORMATIONAL PURPOSES ONLY. GES MAY MAKE FINANCIAL AND OTHER INFORMATION AVAILABLE THROUGH THE SITE. IN SOME CASES, THE INFORMATION MAY BE AUDITED. IN MOST CASES IT WILL NOT HAVE BEEN AUDITED. THE INFORMATION IN THE SITE ALSO MAY ATTEMPT TO PREDICT TRENDS. PREDICTIONS OBVIOUSLY MAY OR MAY NOT PROVE TO BE ACCURATE. GES CONSIDERS PORTIONS OF THIS WEB SITE TO BE FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933, AS AMENDED, SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, AND THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AS AMENDED. FORWARD-LOOKING STATEMENTS ARE INHERENTLY SUBJECT TO RISKS AND UNCERTAINTIES, MANY OF WHICH CANNOT BE PREDICTED WITH ACCURACY AND SOME OF WHICH MIGHT NOT EVEN BE ANTICIPATED. FUTURE EVENTS AND ACTUAL RESULTS, FINANCIAL AND OTHERWISE, MAY DIFFER MATERIALLY FROM THE RESULTS DISCUSSED IN THE FORWARD-LOOKING STATEMENTS. FACTORS THAT MIGHT CAUSE SUCH A DIFFERENCE INCLUDE, BUT ARE NOT LIMITED TO THE FOLLOWING: (1) INTEREST RATES, (2) LOCAL MARKET CONDITIONS, (3) GOVERNMENTAL LAWS AND REGULATIONS RELATED TO YOUR BUSINESS OR THE BUSINESS OF GES, AND (4) GENERAL ECONOMIC CONDITIONS.

14. LIMITATION OF LIABILITY. GES, ITS TRUSTED THIRD PARTIES (AS DEFINED IN SECTION 28), AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS, SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND, UNDER ANY THEORY OF LAW OR EQUITY, WHETHER FOR BREACH OF CONTRACT, TORT OR OTHERWISE, ARISING FROM THE USE OF THE SITE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, THIRD PARTY, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF. NOTWITHSTANDING THE FOREGOING, IN THE EVENT GES IS FOUND TO BE LIABILE, GES’S LIABILITY TO CUSTOMER OR TO ANY THIRD PARTY IS LIMITED TO $100. WITHOUT LIMITING THE FOREGOING, GES, ITS TRUSTED THIRD PARTIES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS, SHALL NOT BE RESPONSIBLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY TRANSMISSIONS NOT ACTUALLY RECEIVED OR FOR MALFUNCTIONS IN COMMUNICATIONS FACILITIES WHICH MAY AFFECT THE ACCURACY OR TIMELINESS OF THE ELECTRONIC RECORDS SENT OR RECEIVED, OR FOR ANY LOSSES, ERRORS OR DELAYS ARISING OUT OF CUSTOMER’S USE OF ANY ACCESS SERVICE PROVIDER OR CAUSED BY ANY BROWSER SOFTWARE. CERTAIN STATE LAWS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO CUSTOMER, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY. THE LIMITATION OF DAMAGES SET FORTH HEREIN IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN GES AND CUSTOMER. THE SITE WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATION.

15. WAIVER AND RELEASE. Customer releases, discharges and holds harmless GES and its respective directors, officers, employees and agents from any and all liability, claims or causes of action (known or unknown) arising out of any negligent act committed by or on behalf of GES in connection with the operation or use of the Site. CUSTOMER ACKNOWLEDGES THAT IT HAS CAREFULLY READ THIS WAIVER AND RELEASE AND FULLY UNDERSTANDS THAT IT IS A RELEASE OF LIABILITY. CUSTOMER IS WAIVING ANY RIGHT THAT IT MAY HAVE TO BRING A LEGAL ACTION TO ASSERT A CLAIM AGAINST GES OR THE OTHER PARTIES SET OUT ABOVE FOR ITS OR THEIR NEGLIGENCE. If Customer is a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

16. INDEMNITY. You agree to indemnify, hold harmless, and defend GES and its respective directors, officers, employees and agents (each, an “Indemnitee”) from and against any and all liabilities, damages, costs, losses and expenses, including settlement awards and reasonable costs and attorney’s fees (for both in-house and outside counsel), incurred by an Indemnitee that arise out of Customer’s: (a) breach of these Terms of Use; (b) violation of any law; (c) infringement or misappropriation any third party’s rights; or (d) use of information posted on or made available through the Site.

17. COPYRIGHTS, TRADEMARKS AND OTHER PROPRIETARY RIGHTS.

1. Ownership. GES (or its licensors, as applicable) retains all rights, title and interest, including, without limitation, all rights of copyright, patent, trademark, trade secret, and any other equivalent rights under applicable law, and all registrations, applications, renewals, extensions, continuations, divisions, reissues, or improvements thereof relating to the foregoing rights (together, “Intellectual Property Rights”), in and to all: (1) [COPYRIGHTS] works of authorship, of any kind or medium, including written, pictorial or graphic materials and computer software, code, and other program materials (“Software”); (2) [PATENTS] inventions, discoveries, ideas, and know-how relating to any process, business method, machine, manufacture or composition of matter; and (3) [TRADEMARKS] registered and unregistered trademarks, trade names, service marks, and logos (including, without limitation, the GE Monogram (collectively, “Property”), posted, disclosed or otherwise made available by GES on the Site (“GES Property”). Except as expressly provided in these Terms of Use, Customer shall not, through use of the Site, by virtue of these Terms of Use or otherwise, acquire any rights whatsoever in any GES Property.
2. Confidentiality. All GES Property posted on or used by GES in the operation of the restricted areas of Site is confidential to GES. Except as expressly provided in these Terms of Use, Customer may not use or disclose any such restricted GES Property except to the extent necessary to facilitate Customer’s use of the Site in accordance with these Terms of Use. Customer acknowledges that any actual or threatened violation of this Confidentiality provision may cause irreparable, non-monetary injury to GES, the extent of which may be difficult to ascertain, and therefore agree that GES shall be entitled to injunctive relief in addition to all other remedies available at law and/or in equity.
3. Limited License. Subject to Section 2 (“Site Registration”), above, and your compliance with these Terms of Use, GES grants Customer a non-exclusive, non-transferable, terminable, limited right to access, view and display the Site and the visible text, graphics, and images thereon, and to print and download certain items or pages posted on the Site solely in connection with the Permitted Uses of the Site. You agree to reproduce all copyright and other proprietary notices on all such copies in the same manner and format that such copyright and other proprietary notices are included on the original GES Property posted on the Site.
4. Restrictions. You may not: (1) modify, adapt, translate or create derivative works based upon the GES Property; (2) reverse engineer, decompile, decrypt, disassemble or otherwise attempt to discover the source code of any of the Site’s Software, or reduce such Software to a human readable form, or permit third parties to do so, or print or copy the HTML or other computer programs that are viewable at the Site; (3) resell, sublicense, publicly display, perform, distribute or publish the GES Property, or any copy, in any medium (including other Web sites or intranets), except that you may distribute permitted copies as incidental to your business activities conducted on the Site; (4) remove, obscure, or alter any copyright notice, trademark, or other proprietary rights notices affixed to or contained within the Site and the products and services offered therein; (5) create any frames at any other Web sites pertaining to or using any of the information provided through the Site; or (6) incorporate any of the information made available on the Site in any other database or compilation, unless expressly permitted in writing.

18. NO CONFIDENTIAL, FIDUCIARY OR CONTRACTUALLY IMPLIED RELATIONSHIP WITH GES. Customer acknowledges that by using the Site, no confidential, fiduciary, contractually implied or other relationship is created between Customer and GES, other than the express contractual relationship provided in these Terms of Use and any other written agreement between Customer and GES. GES reserves the right at all times to fully cooperate with any law enforcement authorities, or comply with any court order or subpoena requesting or directing GES to disclose any information concerning a user of the Site. BY ACCEPTING THESE TERMS OF USE CUSTOMER WAIVES AND HOLDS HARMLESS GES FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY GES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER GES OR LAW ENFORCEMENT AUTHORITIES.

19. LICENSE TO USE CUSTOMER INFORMATION. GES does not claim ownership of the information or materials Customer may provide to GES (including documents, feedback and suggestions), or upload, input or submit to GES. However, by uploading files, inputting information or otherwise communicating on, to or through the Site, Customer hereby (a) represents and warrants to GES that Customer has the right, power and authority to provide such materials and information to GES, and (b) grants to GES a perpetual, worldwide, irrevocable, non-exclusive, royalty-free, transferable (with right to grant sublicenses through multiple sublicenses) license to use, copy, adapt, distribute, display, reproduce, transmit, modify and edit such materials, in all media now known or hereafter developed, in connection with GES’s activities relating to this Site and GES’s activities with Customer and as otherwise permitted in the Privacy Notice.

20. AGREEMENT TO PRIVACY NOTICE. Information will be collected, processed, used, communicated, and disclosed by GES for the purposes of providing and offering products and services to Customer and to facilitate transactions Customer enters into with GES. Customer can find further information on the collection, use, communication and disclosure of its information in the Privacy Notice, which is incorporated by reference into these Terms of Use. Such information that Customer provides via the Site, together with information regarding the manner in which Customer uses the site, will be used, processed, communicated and disclosed as permitted by these Terms of Use, the Privacy Notice, other agreements between the parties related to such information, and as otherwise permitted by law. In the event of any conflict between these Terms of Use and the Privacy Notice or any other terms on the site, these Terms of Use shall control.

21. THIRD PARTY SITES. The Site may contain links and pointers to other Internet sites or resources. Links to and from the Site and other third party sites do not constitute an endorsement by GES of any third party resources or their contents. GES makes no representation or warranty, and takes no responsibility, for the accuracy, content, or any other aspect of these sites and disclaims any liability to you in connection with such sites. If you decide to visit any linked site, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses or other destructive elements.

22. TELECOMMUNICATIONS EQUIPMENT AND CHARGES. Customer is solely responsible for any and all telephone and other communications charges and equipment costs relating to your use of the Site. All transmissions by you via the Site shall be at your sole risk and GES shall not be responsible for any communications line failure, equipment, or systems failure or other occurrence.

23. COMPLIANCE WITH LAWS. You agree to comply with all laws, rules and regulations issued by any government, or any authority, department or agency thereof (“Laws”) of the United States or any other jurisdiction where you are using the Site that are applicable to your use of the Site, including, without limitation, Laws governing business practices, contract formation and interpretation, competition, export controls, and data privacy and protection.

24. GOVERNING LAW AND JURISDICTION. These Terms of Use and the Privacy Notice for the Site, and any and all disputes arising out of these Terms of Use or your use of the Site, shall be governed by the internal laws of the State of New York, without regard to the principles of conflicts of law. You hereby consent to the exclusive jurisdiction of and venue in the Supreme Court of the State of New York (New York County) and the United States District Court (S.D.N.Y.) for the adjudication of any such disputes, and will not assert as a defense lack of personal jurisdiction or inconvenient forum. Further, you hereby irrevocably waive, to the fullest extent permitted by law, any and all rights to trial by jury in any legal proceeding arising out of or relating to these Terms of Use or the transactions contemplated through the use of the Site.

25. FOR U.S. USERS ONLY. Access to the Site is intended only for Users located within the United States. GES MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND THAT USE OF THE SITE OUTSIDE OF THE UNITED STATES IS LAWFUL OR PERMISSIBLE. Those who access the Site from other jurisdictions are responsible for their compliance with local laws.

26. CAPACITY TO CONTRACT. In order to use the Site, you must have the legal capacity to contract under the laws of State from which you are accessing the Site. Minors (i.e., individuals younger than the age specified by State law at which they can enter into a legally binding contract) may not use the Site. By using the Site, you represent that you have the legal capacity or authorization to form binding contracts.

27. UCITA DISCLAIMER. You agree that the Uniform Computer Information Transaction Act or any version thereof, adopted by any state, in any form (“UCITA”), shall not apply to these Terms of Use. To the extent that UCITA is applicable, the parties agree to opt out of the applicability of UCITA pursuant to the opt-out provision(s) contained therein.

28. THIRD PARTY BENEFICIARIES. GES’s contractors, vendors, distributors or business partners (collectively, “Trusted Third Parties”) may provide software, hosting and/or other functions related to the operation of the Site. Trusted Third Parties are intended third party beneficiaries of these Terms of Use. Except as expressly stated in the preceding sentence, GES and Customer do not intend to confer any benefit hereunder on any person or entity other than the parties hereto.

29. GENERAL PROVISIONS. These Terms of Use, together with the Privacy Notice, constitute the entire agreement among you, Customer and GES relating to the use of the Site, and supersede all prior or contemporaneous agreements with respect to the subject matter hereof. We may assign our rights and obligations under these Terms of Use but you may not. Any cause of action you may have with respect to your use of the Site, the services, or that is the subject of these Terms of Use must be commenced within one (1) year after the claim or cause of action arises. Any waiver of any rights of either party must be in writing, signed by the waiving party, and any such waiver shall not operate as a waiver of any future breach of these Terms of Use. The language in these Terms of Use shall be interpreted as to its fair meaning and not strictly for or against either party. If for any reason a court of competent jurisdiction finds any provision of these Terms of Use or portion thereof to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of these Terms of Use, and the remainder of these Terms of Use shall continue in full force and effect.