ECI SOFTWARE SOLUTIONS, INC.

USER FORUM TERMS OF SERVICE

***The ECI Software Solutions, Inc. User Forum(s) are made available by ECI Software Solutions, Inc. and its Affiliates (collectively, “ECI”) and are intended to provide users with a forum to share ideas and discussion about ECI software products. As used herein, the term "Forum" means a message board, discussion group, chat area, news group, bulletin board, or e-mail function as part thereof. Although the Forum(s) are moderated by ECI employees and ECI permits support and software engineers to respond to postings, this is NOT intended to serve as a replacement for software support services provided by ECI.  There is no guarantee that a question will be answered. If you need to contact ECI’s technical support team please do so by using the online support center.***

These ECI User Forums Terms of Service (“Terms of Service”), the ECI Website Terms of Use and the ECI Privacy Policy govern your use of the Forum(s). These terms are not exhaustive and ECI reserves the right to modify them at any time, effective upon posting of the modified terms on the ECI Forum. By registering as a user or using the Forum(s), you agree to abide by these terms as modified from time to time. Any violation of these terms may result in the suspension or termination of your right to access the Forum(s).

Registration

You are obligated to register in order to access and use the Forum(s) and read the message boards. All requests for registration will be reviewed and approved by ECI’s Forum administrator prior to any access being given. Registration (via provision of a valid email address, user name and password) and login are required in order to post to the message boards and adjust user settings. ECI will handle all information received from you in accordance with the ECI Privacy Policy, but does reserve the right to release information as set forth therein. When you register, you will also be asked to enter some personal information. Please keep in mind when choosing a user name and filling out your profile that whenever you post to a message board, your user name, and a link to your profile and online status, will appear when you are on the forum. Your profile may display historical information such as “joined”, “last visit” or number of posts. ECI may refuse to grant you, and you may not use, a user name (or email address) that is already being used by someone else, impersonates another person, belongs to another person (without his or her prior consent), violates the intellectual property or other rights of any person, is vulgar or otherwise offensive, or that ECI rejects for any other reason at our sole discretion. In consideration of your use of the Forum(s), you represent and warrant that all information provided in your profile is accurate, true, current and complete.

ECI Moderators and Screening

Although the ECI Forum(s) are moderated by ECI employees and ECI does permit support and software engineers to post answers to questions in the user forum, this is not intended to be a replacement for the support services provided by ECI. The Forum(s) are not a substitute for contacting ECI support and accordingly if you need to contact ECI support, please do so by using the contact information provided.

ECI generally does not pre-screen, verify or edit the content posted by users in the Forum(s). However, ECI and its agents reserve the right to investigate any violation of the ECI Website Terms of Use and these Terms of Service and to take appropriate action. ECI has absolute discretion to enforce these terms, including, but not limited to warning users of violations, disabling or suspending message privileges and/ or Forum(s) access, deleting, screening or editing any content, or prohibiting any behavior that does not comply with these terms, including the rules set forth below, or which is otherwise inappropriate for the Forum(s), harmful, objectionable, or inaccurate.

Links

ECI permits users to post hypertext links to content hosted and maintained by third parties. Although linked sites are not generally reviewed by ECI’s moderators, links are subject to treatment like any other type of content posted to the Forum(s). You may not include a link in the Forum that directs users to any content or information that, if posted in the Forum, would constitute a violation of these terms. The linked sites under ECI’s control and your access to any linked site is at your own risk. You should use your own judgment before you use any link or access any linked site. When leaving the Forum(s) using any link provided by a user, you should be aware that ECI terms and policies no longer govern, and, therefore, you should review the applicable terms and policies of that site. If you access a linked site and find that materials to be in violation of these terms, you may report the link as described below. ECI makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of sites accessible by hyperlink from the Forum(s).

Rules

You should use caution and not reveal information that you do not want to make public in your postings. Any personal information that you post can be obtained and used by others. Anything you post in the Forum, you post at your own risk. You use the Forum at your own risk. In any online discussion group like the Forum(s), it is not possible to be sure that other users are who they say they are, know what they say they know, or are affiliated with whom they say they are affiliated.

By participating in the Forum(s), including the posting of content and sending of messages, you agree that you will not upload, post, or otherwise transmit any content (including text, links, communications, software, images, sounds, data, or other information) that: (i) is unlawful, harmful, threatening, abusive, harassing, defamatory, libelous, invasive of another's privacy, vulgar, profane, sexually explicit, obscene, racially or ethnically offensive or otherwise objectionable; (ii) infringes on any patent, trademark, trade secret, copyright, or other proprietary rights of any party; (iii) constitutes advertising or promotion, junk mail, "spamming," chain letters, or any other form of unauthorized solicitation; (iv) contains software viruses, Trojan horses, worms, time bombs, cancel-bots or any other computer code or files that are designed to or that in fact disrupt, damage, or limit the functioning of any software or hardware; (v) provides any non-public information about ECI or any other company or person without the proper authorisation to do so; (vi) intentionally interferes with the operation of the Forum(s) or with a fellow user's message box, without limitation, mail or "post" bombing, news bombing, other flooding techniques, deliberate attempts to overload a system and broadcast attacks, or attempts to avoid messaging blocking; (vii) impersonates any person or entity, including an ECI employee; (viii) attacks or insults another Forum(s) user or moderator; (ix) suggests or encourages illegal activity; (x) violates applicable laws or regulations; or (xi) inaccurately portrays or disparages ECI products or services.

Release of Information

ECI also may release information concerning your use of the Forum(s) (including posted content, registration information, and network records) when ECI believes release is appropriate to comply with applicable law; to enforce or apply ECI's Website Terms of Use and these terms; to protect ECI's rights or property, or to protect ECI's users from fraudulent, abusive, or unlawful use of the Forum(s); or if ECI reasonably believes that an emergency involving immediate danger of death or serious physical injury to any person requires disclosure of communications or justifies disclosure of records without delay. Deliberate attempts by you or someone on your behalf to evade or circumvent your suspension or termination of your rights to use the Forum(s) violates these Terms of Service, constitutes an unlawful trespass to ECI's equipment and systems, and may result in legal action. To report violations of these terms please contact ECI support.

Content and Right to Use

You acknowledge that all information, data, software, sound, photographs, graphics, text, video, messages and other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. You are entirely responsible for all Content that you email, post, publish, upload or otherwise transmit (to "transmit") via the Services. Under no circumstances will ECI be responsible or liable in any way for any Content, including, but not limited to, errors or omissions in any Content, loss or damage of any kind incurred as a result of the use of any Content transmitted via the Forum(s). By submitting Content to ECI for inclusion in a Forum, you grant ECI a worldwide, royalty free, non-exclusive, perpetual and irrevocable non-exclusive and fully sub-licensable right and license to use, adapt, distribute, display, perform, modify, reproduce, and publish such Content. If you are not the owner of the Content submitted, you guarantee that the owner agrees to the transfer of the aforementioned rights to ECI.

Password and Security

You are responsible for maintaining the confidentiality of any password you create or are given to access the Forum(s), and are fully responsible for all activities that occur under your password. You agree to immediately notify ECI of any unauthorized use of your password or any other breach of security involving the Forum(s).

Use and Storage

ECI may establish practices and limitations concerning use of the Forum(s), such as limiting the maximum: (a) number of days that email messages, message board postings or other uploaded Content will be retained by the Forum(s); (b) number of days email messages that may be sent from or received by an account on the Forum(s); (c) number of times and duration for which you may access the Forum(s) in a given period of time; (d) size of any email message that may be sent from or received by an account on the Forum(s); (e) disk space that will be allotted on ECI's servers on your behalf. ECI assumes no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by or through the Forum(s). ECI reserves the right to log off accounts that are inactive for an extended period of time, and to change these practices and limits at any time, at ECI's sole discretion, with or without notice.

Discontinuance and Termination, and Change of Terms of Service

ECI reserves the right to modify or discontinue, temporarily or permanently, the Forum(s) or any part thereof at any time with or without notice, and assumes no liability to you or to any third party for any modification, suspension or discontinuance of the Forum(s). ECI at its sole discretion, may terminate your password, account (or any part thereof) or use of the Forum(s), and remove and discard any Content within the Forum(s), for any reason, including, without limitation, for lack of use or without prior notice if ECI believes that you have violated or acted inconsistently with the Terms of Service. Upon termination ECI may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Forum(s). ECI shall not be liable to you or any third-party for any termination of your access to the Forum(s).

Proprietary Rights

The Forum(s) and any necessary software used in connection with the Forum(s) ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. Except as expressly authorised by ECI, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Forum(s) or the Software, in whole or in part. Logos, product and service names are trademarks of ECI. You agree not to display or use in any manner ECI's trademarks without ECI's express prior written permission. If you send or otherwise provide ECI with any material, information, ideas, inventions, recommendations or suggestions in connection with your use of the Forum(s), you expressly acknowledge and agree that ECI shall be the sole and exclusive owners of such information, ideas, inventions, recommendations or suggestions and shall have the sole and exclusive right to use any ideas, concepts, know-how, or techniques embodied therein for any purpose whatsoever and without any compensation to you in any form or fashion.

Disclaimers

YOUR USE OF THE FORUM(S) IS AT YOUR SOLE RISK. THE FORUM(S) ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. ECI EXPRESSLY DISCLAIMS ALL WARRANTIES, CONDITIONS AND OTHER TERMS OF ANY KIND, WHETHER EXPRESS OR IMPLIED. ECI MAKES NO WARRANTY OR REPRESENTATION THAT THE FORUM(S) WILL MEET YOUR REQUIREMENTS, THAT ACCESS THERETO WILL BE UNINTERRUPTED, SECURE, TIMELY, OR ERROR-FREE, OR THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE FORUM(S) WILL BE ACCURATE OR RELIABLE. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE FORUM(S) IS DONE AT YOUR OWN RISK AND DISCRETION, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA AS A RESULT OF THE DOWNLOAD OF ANY SUCH MATERIAL. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ECI, OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY OR OTHER OBLIGATION NOT EXPRESSLY STATED IN THE TERMS OF SERVICE.

Limitation of Liability

ECI SHALL NOT BE LIABLE FOR ANY KIND OF DAMAGES, DIRECT OR INDIRECT, RELATING TO THE USE OF THE FORUM(S), INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA OR OTHER INTANGIBLE LOSSES, RESULTING FROM THE USE OR INABILITY TO USE THE FORUM(S), OR THE COST OF SUBSTITUTE SERVICES.

Indemnity

You agree to indemnify and hold ECI, and its subsidiaries, affiliates, officers, agents, and employees harmless from any and all claims, including reasonable attorneys' fees, made by any third party due to or arising out of Content you submit, post, transmit or make available through the Forum(s), your use of the Forum(s), your violation of these Terms of Service or the ECI Website Terms of Use, or your violation of any rights of any third party.

Notices

Notices to you may be made either via email or regular mail. The Forum(s) may also provide notices of changes to the Terms of Service or other matters by displaying notices or links to notices to you on the Forum(s).

General Provisions

These Terms of Service (including the policies and rules referred to herein) constitute the entire agreement between you and ECI and govern your use of the Forum(s), superseding any prior agreements between you and ECI on this subject matter. The Terms of Service and the relationship between you and ECI hereunder shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws provisions, and you and ECI agree that exclusive jurisdiction for any dispute arising under or related to these Terms of Service shall be with the appropriate state or federal court in Wilmington, Delaware and each party consents to the jurisdiction of such court in any action or proceeding and waives any objection to such venue. TO THE FULLEST EXTENT PERMITTED BY LAW, AND AS SEPARATELY BARGAINED-FOR CONSIDERATION, EACH PARTY HEREBY WAIVES ANY RIGHT TO TRIAL BY JURY IN ANY ACTION, SUIT, PROCEEDING, OR COUNTERCLAIM OF ANY KIND ARISING OUT OF OR RELATING TO THIS AGREEMENT.  Any failure by ECI to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. If any provision of the Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms of Service remain in full force and effect.

Contact Information

If you have any questions regarding the Forum(s) or these Terms of Service, please contact ECI by visiting our website at www.ecisolutions.com or by emailing us at info@ecisolutions.com.