TERMS AND CONDITIONS

PLEASE READ THESE TERMS AND CONDITIONS (THIS “AGREEMENT”) CAREFULLY BEFORE USING THE EXECUTIVE TALENT BANK WEB SITE (THE “SITE”).

YOUR USE OF THE SITE SIGNIFIES THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO THIS AGREEMENT. IF YOU DO NOT ACCEPT AND AGREE TO THIS AGREEMENT, YOU MAY NOT USE THE SITE.

You may utilize certain limited features of this Site without registering for an account. If you do so, you expressly agree that all of the terms and conditions of this Agreement.

1. ACCEPTANCE OF TERMS AND CONDITIONS OF SERVICES

By registering for or using the Services you (the “User”) agree to the above and the following terms and conditions, as the same may be amended.

2. SERVICES

The Executive Talent Bank (“The Executive Talent Bank ”) offers a broad range of tools, services, benefits, and other resources on its Web site. You do not have the right to copy, sell, or otherwise exploit for any commercial purpose the Services (in whole or in part), access to the Services or use of the Services.

3. ELIGIBILITY FOR MEMBERSHIP

The Services are available only to individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, the Services are not available to minors. If you do not qualify, please do not use the Services that require your ability to form legally binding contracts. The Executive Talent Bank may refuse access to the Services to anyone at any time, in its sole discretion.

4. USER’S OBLIGATIONS TO PROVIDE ACCURATE INFORMATION AND TERMINATION

The User represents and warrants that the User will: (a) provide accurate, complete and up to date information about the User as prompted by the components of the Services and in the registration process; and (b) maintain and update this information as appropriate. If any information provided by the User is inaccurate, incomplete, or not up to date, if the User has violated the Terms and Conditions, or if the User has violated the rights of The Executive Talent Bank or others, then The Executive Talent Bank may, without notice, terminate the User’s access and use of the Services. In addition, The Executive Talent Bank reserves the right, in its sole and absolute discretion, for any or no reason, without liability to the User, to refuse access of the Services to the User.

You are solely responsible for content or any other information you provide, distribute, post, include, link to, or otherwise upload to the Site (“Your Content”). You understand and agree as follows:

The user will not transfer or share Accounts with anyone, nor disclose the Account password to anyone. The User is solely responsible for all actions taken under the Account User’s ID.

Any agreement between the user and any individual or organization, whether another user of this Site or a party to which we link from this Site, is solely on the terms negotiated by you and the other party and is entered into at your own risk.

You will not cooperate or conspire with any Employer to engage in any Circumvention Technique (as defined above). You acknowledge that any attempted participation in any Circumvention Technique is a material breach of this Agreement and that we may pursue any and all applicable legal and equitable remedies against you, including any available civil or criminal remedies relating to fraud.

It is the User’s responsibility to arrange, be responsible for, and pay for the Internet access services connecting the User’s computer to the Internet to enable the User to have access to the Services.

We are only acting as a passive conduit for the online distribution and publication of Your Content. However, we make no warranties as to the actual distribution or publication of Your Content.

5. USE OF COPYRIGHTED, TRADEMARKED OR OTHER PROTECTED MATERIAL

The User will refrain from posting any information or items to which are copied, in whole or in part, from third party sources without their authorization.

6. INDEMNITY

The User shall indemnify and hold The Executive Talent Bank harmless from any claim, demand, action, loss, cost, and expense, including, without limitation, reasonable attorney’s fees, arising out of or in connection with the User’s use of the Services, the User’s breach of any representation or warranty in the Terms and Conditions, the User’s violation or breach of the Terms and Conditions, or the User’s violation or infringement of the rights of others.

7. LINKS

Links to other Web sites may be provided in the Services. The Executive Talent Bank will not be responsible for the availability of such external sites, and does not endorse and is not responsible or liable for any content, advertising, services, product, or other material on or available from such sites or for any damages caused by or in connection with such content, advertising, services, product, or other material available from such sites.

8. THE EXECUTIVE TALENT BANK’S PROPRIETARY RIGHTS

Information made available to the User through the Services and the content of the Services may be protected under copyright, trademark, patent, or other laws of the United States and foreign jurisdictions. User may use this information and content only as expressly authorized by The Executive Talent Bank or the other proprietors of this information and content, and may not reproduce, publicly display or perform, distribute, or prepare derivative works of such information or content without express authorization of the proprietors thereof.

We may at any time amend our pricing policy for some or all of the services provided by The Executive Talent Bank, and we may or may not notify you in advance of any such amendments. The pricing that is applicable to you is the pricing that is in effect in these terms of services on the date of any applicable transaction. If you continue to use your Account, you signify your acceptance of the amended pricing policy and agree to pay us all charges accrued by you under the amended pricing policy.

9. DISCLAIMER OF WARRANTIES

USE OF THE SERVICES IS AT THE USER’S SOLE DISCRETION AND RISK. THE SERVICES IS PROVIDED “AS IS” AND “AS AVAILABLE”.

THE EXECUTIVE TALENT BANK MAKES NO WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, AND FREE OF VIRUSES OR OTHER MECHANISMS, AND ERROR FREE. THE EXECUTIVE TALENT BANK MAKES NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICES. THE EXECUTIVE TALENT BANK MAKES NO WARRANTY REGARDING ANY TRANSACTION ENTERED INTO THROUGH SERVICES.

THE EXECUTIVE TALENT BANK DOES NOT WARRANT THAT USERS OF THIS SERVICES ARE LICENSED OR CERTIFIED TO PRACTICE IN ANY JURISDICTION; NOR DOES THE EXECUTIVE TALENT BANK MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THIS WEB SITE OR ITS CONTENT OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH USE OF THIS WEB SITE.

YOU UNDERSTAND AND AGREE THAT ANY CONTENT AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THIS WEB SITE IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT AND/OR DATA.

THE EXECUTIVE TALENT BANK EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

10. LIMITATION OF LIABILITY

THE EXECUTIVE TALENT BANK SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL, OR CONSEQUENTIAL DAMAGES OF WHATEVER KIND AND HOWEVER CAUSED, EVEN IF THE EXECUTIVE TALENT BANK KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICES, OR THE INTERRUPTION, SUSPENSION OR TERMINATION OF THE SERVICES, OR THE PROCUREMENT OF SUBSTITUTE GOODS OR SERVICESS, OR ANY PRODUCTS OR SERVICESS PURCHASED OR OBTAINED OR INFORMATION RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES.

11. GENERAL.

This Agreement will be governed in all respects by the laws of the State of Colorado as such laws are applied to agreements entered into by Colorado residents to be performed entirely within Colorado. Any action or proceeding arising from or relating to this Agreement must be brought in to the applicable court in Colorado, and you irrevocably submit to the jurisdiction and venue of any such court in any such action or proceeding. You and The Executive Talent Bank are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement. If any provision of this Agreement is held to be invalid or unenforceable, such provision will be enforced to the maximum extent permissible, and the remaining provisions will remain in force. Our failure to act with respect to a breach by you does not waive our right to act with respect to subsequent or similar breaches. We will not be liable for any delay or failure to perform resulting directly or indirectly from any causes beyond our reasonable control. Except as expressly stated otherwise, any notices will be given (a) by certified mail, postage prepaid and return receipt requested to the address provided below (in the case of notices to us); or (b) by e-mail or certified mail to the address you provided to us during the registration process (in the case of notices to you); (c) or such other addresses as the parties may specify by giving proper notice under this Agreement. Notice will be deemed given three (3) days after the date of mailing, or, in the case of e-mail, one (1) hour after the time of sending. You may not assign this Agreement to any third party, and any purported attempt to do so will be null and void. We may freely assign this Agreement. This Agreement sets forth the entire understanding and agreement between you and us with respect to the subject matter hereof and supersedes all prior agreements, communications, and understandings, both written and oral, about its subject matter. You agree that you have not relied on any representations that are not set forth in this Agreement.