BY COMPLETING THE ONLINE REGISTRATION FORM AND CLICKING THE I AGREE BUTTON, YOU SUBMIT TO VIRVER ("WE" OR "VIRVER") AN OFFER TO OBTAIN THE RIGHT TO ACCESS AND USE THE VIRVER SOFTWARE-AS-A-SERVICE PRODUCT KNOWN AS "VIRVER" (OR ANY SUCCESSOR IN NAME THERETO) (THE "VIRVER SERVICE") UNDER THE PROVISIONS OF THESE VIRVER TERMS OF SERVICE (THE "TERMS OF SERVICE"). ANY NEW FEATURES OR TOOLS WHICH ARE ADDED TO THE SERVICE SHALL ALSO BE SUBJECT TO THESE TERMS OF USE UNLESS OTHERWISE INDICATED BY VIRVER. VIRVER RESERVES THE RIGHT TO UPDATE AND CHANGE THE TERMS OF SERVICE BY POSTING UPDATES AND CHANGES TO THE VIRVER WEBSITE. YOU ARE ADVISED TO CHECK THE TERMS OF SERVICE FROM TIME TO TIME FOR ANY UPDATES OR CHANGES THAT MAY IMPACT YOU.

BY CLICKING THE "I AGREE" BUTTON, YOU HEREBY AGREE THAT YOU HAVE THE REQUISITE AUTHORITY, POWER AND RIGHT TO BIND THE PERSON AND/OR ENTITIES (COLLECTIVELY, THE "CUSTOMER") WISHING TO USE THE VIRVER SERVICE. IF YOU DO NOT HAVE THE AUTHORITY TO BIND THE CUSTOMER OR YOU OR THE CUSTOMER DO NOT AGREE TO ANY OF THE TERMS BELOW, VIRVER IS UNWILLING TO PROVIDE THE SOFTWARE TO THE CUSTOMER, AND YOU SHOULD CLICK ON THE "DO NOT ACCEPT" BUTTON BELOW TO DISCONTINUE THE ORDER PROCESS.

Access and Use Rights. 1. Through your paid subscription you will have the right to access and use the features and functionality of the Virver Service. Virver and/or its suppliers will host the Virver Service for Customers benefit. 2. During the registration and ordering process, the Customer will have the ability to choose from various usage plans. These plans include (a) the number of named users for whom you wish to authorize access to virver (each a Named User), (b) the productivity software you wish to have installed on virver and (c) your virver storage capacity. 3. virver’s pricing will be based on the selected Usage Variables and all rights to use the virver Service are limited to Customers then-current Usage Variables. However, if you or the Customer attempt to exceed any one of the designated Usage Variables, Customer will be notified of the need to pay additional fees to upgrade the subscription.

Requirements and Restrictions. 1. All Named Users must be 13 years or older to use virver. The Customer is responsible for any and all use of virver by Named Users and any breach of these Terms of Use by any such user shall be deemed a breach by Customer. Virver strongly suggests that Customer contractually ensure that its Named Users comply with these Terms of Use. 2. All information provided by you and all Named Users during the registration, ordering and log in process must be full accurate and complete. We will use such information only in accordance with our Privacy Policy located at www.virver.com/privacy (or such other address provided by virver). 3. You and the Customer are responsible for keeping all passwords and user log in information confidential and secure. Virver cannot and will not be liable for any loss or damage from your failure to maintain the security of any account(s) and password(s). 4. All Named Users must at all times comply with virver’s Acceptable Use Policy which can be found at www.virver.com/aup (or such other address provided by virver). 5. You and Customer understand that virver has no control over the actions of any Named Users. Therefore, Customer will be solely responsible for any and all actions of any Named Users while using the virver Service, including, without limitation, any and all digital assets and content uploaded or otherwise created through the virver Service. 6. Neither you nor the Customer or any Named User may (a) use or sublicense any rights granted hereunder for the benefit of any person or entity other than the Customer, (b) reverse engineer, disassemble or decompile the virver Service or any component thereof, (c) remove, alter or obscure the virver name or logo or notices as displayed on any portion of the virver Service, (d) use the virver Service (i) in any manner except as provided for in this Agreement or (ii) in any manner that violates any applicable law, rule or regulation or (e) in any way access, use, or copy any portion of the virver Service (including the logic and/or architecture thereof and any trade secrets included therein) to directly or indirectly develop, promote, distribute, sell or support any product or service that is competitive with the virver Service.

General Conditions. 1. We own the virver Service and grant only the limited rights described herein. Customer and Named Users retain ownership to the Content but grant us the right to host the virver Services. Customer acknowledges that the virver Service permits Named Users to display Content to third parties and we have no control over any disclosure of Content by Named Users. 2. We reserve the right to modify or terminate the virver Service for any reason, without notice at any time. 3. We reserve the right to refuse service to anyone for any reason at any time. 4. All use of the virver Service is at the sole risk of the user. VIRVER MAKES NO GUARANTEES REGARDING THE VIRVER SERVICE AND DISCLAIMS ALL WARRANTIES REGARDING THE VIRVER SERVICE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRIGEMENT, MERCHATABILITY AND FITNESS FOR PURPOSE. virver does not warrant that the virver Service will be uninterrupted, timely, secure, or error-free. virver does not warrant that the results that may be obtained from the use of the virver Service will be accurate or reliable. 5. IN NO EVENT SHALL VIRVER BE LIABLE TO CUSTOMER, NAMED USERS, OR TO ANY OTHER THIRD PARTY, WHETHER UNDER THEORY OF CONTRACT, TORT OR OTHERWISE, FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, OR SPECIAL DAMAGES (INCLUDING ANY DAMAGE TO BUSINESS REPUTATION, LOST PROFITS OR LOST DATA). VIRVER’S AGGREGATE CUMULATIVE LIABILITY TO CUSTOMER, NAMED USERS, OR TO ANY OTHER THIRD PARTY, IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT AND THE VIRVER SERVICES SHALL NOT EXCEED, IN THE AGGREGATE THE FEES ACTUALLY PAID TO VIRVER BY CUSTOMER UNDER THIS AGREEMENT AS OF THE DATE OF THAT SUCH LIABILITY FIRST ARISES. 6. Customer agrees to indemnify, defend (at our option) and hold us and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents and employees harmless from any damages, claim or demand, cost, including reasonable attorney's fees or liabilities of any other kind due to or arising out of any breach of these Terms of Service by it, any Named User, or any third party under its control. 7. Technical support is only provided to paying account holders and is available via email, phone or through virver’s ticketing system.

Payment of Fees. 1. Customer must pay the appropriate amount required based on the Usage Variables. A valid credit card is required for paying accounts. Customer hereby authorizes virver to charge such credit card the requisite amount of fees payable and Customer agrees not to dispute such charges with its credit card company. 2. Fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and Customer shall be responsible for payment of all such taxes, levies, or duties, excluding only those based on our net income. 3. Prices are subject to change upon 14 days notice from virver. Such notice may be provided at any time by posting the changes to the virver website.

Cancellation and Termination. 1. Customer may cancel its account at anytime by contacting virver via phone or fax. Customer is solely responsible for any damages or losses resulting from cancelling its account. If Customer cancels during the middle of a monthly subscription period, then (a) termination will become effective upon the expiration of the subscription period, (b) Customer will not receive a refund for any days remaining in the then-current subscription period (c) access to the virver Service will terminate as of the expiration of such subscription period and (d) billing will cease other than for amounts then-outstanding. 2. Virver may also terminate this Agreement if Customer does not provide a valid credit card for the payment of fees hereunder. If the credit card is invalid, we will notify Customer and attempt to charge the card again in 72 hours. If the credit card is invalid again, we will notify Customer once again, and if we are not provided a valid replacement credit card within 72 hours we will terminate access to the virver Service until we are paid in full. In such event we may, at our election, purge the Content and Named User accounts. 3. We may also immediately terminate these Terms of Service and access to the virver Service upon any breach of the terms and conditions of these Terms of Service or in the event of any fraudulent activity involving the virver Service.

Collection of Personal Data; Safe Harbor Compliance. 1. You and Customer acknowledge that in connection with registering for and using the virver Service, Named Users will be required to provide certain personal information which may include, without limitation, name, address, email address and, for purposes of making payments, credit card information. You are required to notify all Named Users of such collection and obtain their prior consent with respect to such collection. Virver will use such information and data only to facilitate and provide the virver Services. As stated in our Privacy Policy, we will not disclose such information or data without the Named User’s (as applicable) consent and we will take all reasonable efforts to keep such information and data secure from any potential abuses. We seek to maintain compliance with the United States Safe Harbor arrangement to comply with the EU Directive 95/46/EC on the protection of personal data. If you, Customer, or any Named User feel that any personally identifiable information has been or could have possibly been compromised or used or disclosed in violation of the foregoing requirements, please contact us.

General. 1. Nothing in these Terms of Service shall be construed as creating an employer-employee relationship, a partnership, agency relationship or a joint venture between the parties. These Terms of Service further controls the actions of all party representatives, officers, agents, employees and associated individuals. The terms of these Terms of Service shall be binding on the parties, and all successors to the foregoing who take their rights hereunder. We may assign this Agreement or any rights and/or delegate its obligations hereunder without prior written approval. Customer may not, however, assign or delegate its rights and obligations under these Terms of Service (in whole or in part) without the written approval of virver. Any attempted assignment, transfer or delegation in violation of the foregoing shall be null and void. All modifications to and waivers of the terms of these Terms of Service must be in a writing that is signed by the parties hereto and expressly references these Terms of Service. These Terms of Service and the use of the virver Service shall be governed by the laws of the State of Missouri, without regard to Missouri conflict of laws rules. The exclusive venue and jurisdiction for any and all disputes, claims and controversies arising from or relating to this Agreement shall be the state or federal courts located in St. Louis County, Missouri. In the event that any provision of this Agreement conflicts with governing law or if any provision is held to be ineffective or invalid by a court of competent jurisdiction, (a) such provision shall be deemed to be restated to reflect as nearly as possible the original intentions of the parties in accordance with applicable law, and (b) the remaining terms, provisions, covenants and restrictions of this Agreement shall remain in full force and effect. No waiver of any breach of any provision of this Agreement shall constitute a waiver of any prior, concurrent or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party. This Agreement together with all expressly referenced documents constitute the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements or communications. The terms on any purchase order or similar document submitted by Customer to virver will have no effect and are hereby rejected. All notices, consents and approvals under this Agreement must be delivered in writing by courier, by facsimile, or by certified or registered mail, (postage prepaid and return receipt requested) to the other party at the address for their respective headquarters in the United States, attention: President, virver, 5640B Telegraph Road, #161, St. Louis, MO 63129.

This Acceptable Use Policy ("AUP") describes unacceptable practices and prohibited actions while using the Virver network and online offerings (collectively, the "Services"). As a customer of Virver using the Services, you acknowledge that (a) you have read, understood and agree to abide by this AUP, (b) you will ensure that your end-users abide by this AUP and (c) you will be responsible for violations of this AUP by your end-users. Virver reserves the right to modify this AUP at any time by posting a revised copy of this AUP on our website. You agree to review this AUP on a regular basis and remain in compliance at all times.

Compliance: This AUP is intended to protect the Services, employees and customers of Virver, and the Internet community as a whole from improper, inappropriate, abusive, or illegal activity. When using the Services, you are required to comply with this AUP and are expected to adhere to commonly accepted practices of the Internet community. The prohibited uses described below are intended as guidelines regarding improper and inappropriate conduct, and should not be interpreted as an exhaustive list.

Virver makes no guarantee regarding, and assumes no liability for, the security and integrity of any data or information you store or transmit via the Services or the Internet, including any data or information stored or transmitted by any computer designated as "secure." Employees and customers of Virver are responsible for immediately reporting to Virver any issue which could compromise the security or integrity of any user or system taking part in the Services.

Virver makes no guarantee regarding, and assumes no liability for, the security and integrity of any data or information you store or transmit via the Services or the Internet, including any data or information stored or transmitted by any computer designated as "secure." Employees and customers of Virver are responsible for immediately reporting to Virver any issue which could compromise the security or integrity of any user or system taking part in the Services.

Prohibited Uses:

Illegal Use: Virver Services may only be used for lawful purposes. The transmission, distribution, retrieval or storage of any data or other material in violation of any applicable law or regulation is prohibited. This includes, without limitation, data or other material which: Infringes any copyright, trademark, trade secret, patent or other intellectual property right; Constitutes an illegal threat made against any person or organization; Violates export control laws or regulations; Is obscene, pornographic, indecent, or defamatory; Constitutes an attempt to defraud others.

Forgery: Virver Services may not be used in a manner which purposely alters or forges your identity. You may not engage, without limitation, in the following activities: Sending any message or transmitting any electronic communication using a name or address other than your own for purposes of deception; Impersonating someone else by altering your source IP address or by using forged headers or other identity information; Fraudulently concealing, forging or otherwise falsifying your identity in connection with any use of the Services.

Security: Virver Services may not be used to violate system or network security; such behavior may result in criminal or civil liability. You may not engage, without limitation, in the following activities; Gaining unauthorized access to, or attempting to compromise the normal functioning, operation or security of any network, system, computing facility, equipment, data or information; Engaging in any activities that may interfere with the ability of others to access or use the Services or the Internet (i.e., Denial of Service attacks); Monitoring any data, information or communications on any network or system not owned by you without authorization; Gaining unauthorized access to the user accounts or passwords of other users of any system; Attempting to intercept, redirect or otherwise interfere with communications intended for others; Intentionally transmitting files or messages containing computer viruses or propagating worms, Trojan horses, or "spyware" programs.

E-Mail: Virver Services may not be used to distribute electronic mail in an improper or illegal manner. You may not engage, without limitation, in the following activities: Transmitting unsolicited mass or commercial e-mail (i.e., spamming) for any purpose; Enlisting a third party to transmit unsolicited mass or commercial e-mail on your behalf; Collecting responses from unsolicited mass or commercial e-mail, or advertising your website or your identity in such e-mail; Transmitting a large amount of e-mail to a recipient with the intent to disable their system (i.e., mailbombing); Using another party's electronic mail server to relay e-mail without express permission; Any e-mail message containing informational or commercial content is considered unsolicited unless it is sent to a recipient who expressly requested receipt of such e-mail via an "opt-in" process. It is your responsibility to prove that the recipient explicitly requested inclusion on an e-mail list by direct action, preferably with evidence of confirmation by the recipient (i.e. "double opt-in"). In the absence of positive, verifiable proof to the contrary, Site 9 will consider a complaint by an e-mail recipient to be de-facto proof that the recipient did not request the e-mail about which a complaint was generated.

Cooperation with Investigations: Virver will cooperate with appropriate law enforcement and other governmental agencies and other parties involved in investigating claims of illegal or inappropriate activity, and shall have no liability to you or any third party for any actions taken in connection with such cooperation. Employees and customers of Site 9 are responsible for providing assistance to Virver in such investigations as needed.

Notification of Violation: If you become aware of any violation of this AUP by any person, including end-users, or third parties, please notify us via immediately.