1. General.

1.1 This Agreement governs your use of this web site, which is owned and operated by Micro Wise, Inc. and its affiliates, divisions and related companies ("MicroWise").

1.2 MicroWise reserves the right, in its discretion, to change or modify all or any part of this Agreement at any time, effective immediately upon notice published on the web site. Your use of the web site constitutes your binding acceptance of these terms and conditions, including any changes or modifications made by MicroWise as permitted above. If at any time the terms and conditions of this Agreement are no longer acceptable to you, you should immediately cease use of the web site.

1.3 Use of this web site indicates your acceptance of the terms and conditions set forth herein, and the policies of MicroWise, including the policies regarding returns and protection of your privacy. MicroWise's policy statements relating to returns and protection of your privacy, are published to this web site (see links "Returns" and "Your Privacy"). If at any time the policies of MicroWise are no longer acceptable to you, you should immediately cease use of the web site.

2. Use of Content.

2.1 You acknowledge that the web site contains information, photographs, graphics, links and other material that are protected by copyright, trademark or other proprietary rights of MicroWise and other third parties, including but not limited to product names, logos, designs, titles, and words or phrases which may be registered in certain jurisdictions (collectively, the "Content"). You agree to comply with any additional copyright notices, information, or restrictions contained in any Content available on or accessed through the web site.

2.2 You may not copy, modify, publish, transmit, transfer or sell, reproduce, distribute, display, or in any way exploit any of the content, in whole or in part, except as otherwise expressly permitted in this Agreement

2.3 The web site may contain links to sites on the Internet, which are owned and operated by third parties (the "External Sites"). You acknowledge that MicroWise is not responsible for the availability of, or the content located on or through any External Site. You should contact the site administrator or Webmaster for those External Sites if you have any concerns regarding such links or the content located on such External Sites.

3. Indemnity. You agree to indemnify, defend and hold MicroWise and its affiliates, and their respective officers, directors, owners, agents, information providers and licensors (collectively, the "MicroWise Parties") harmless from and against any and all claims, liability, losses, costs and expenses (including attorneys’ fees) incurred by any MicroWise Party in connection with any use or alleged use of the web site under your user name by any person, whether or not authorized by you.

4. Termination of Service. MicroWise reserves the right, in its sole discretion, to restrict, suspend or terminate your access to all or any part of the web site, at any time for any reason without prior notice or liability. MicroWise may change, suspend or discontinue all or any aspect of the web site at any time, including the availability of any feature, product, without prior notice or liability.

5. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY.

5.1 NEITHER MICROWISE NOR ANY MANUFACTURER OF THIRD PARTY PRODUCTS OR THEIR RESPECTIVE AGENTS WARRANTS THAT THE WEB SITE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES MICROWISE, ANY THIRD PARTY MANUFACTURER, OR THEIR RESPECTIVE AGENTS MAKE ANY WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE WEB SITE OR ANY OF ITS CONTENT. NEITHER MICROWISE, THIRD PARTY CONTENT PROVIDERS, NOR THEIR RESPECTIVE AGENTS MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE WEB SITE, ANY CONTENT OR ANY PRODUCTS OR SERVICES SOLD THROUGH THE WEB SITE.

5.2. NEITHER MICROWISE NOR ANY THIRD PARTY CONTENT PROVIDER OR THEIR AGENTS SHALL BE LIABLE FOR ANY ACT, DIRECT OR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

5.3. SOME STATES DO NOT ALLOW EXCLUSION OR IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, THE LIABILITY OF MICROWISE, THIRD PARTY CONTENT PROVIDERS AND THEIR RESPECTIVE AGENTS SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

6. MISCELLANEOUS. This Agreement shall be construed in accordance with the laws of the State of Michigan, and the parties irrevocably consent to bring any action to enforce this Agreement in the federal or state courts located in Oakland County in the State of Michigan. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes all previous written or oral agreements between the parties with respect to such subject matter. All provisions hereof shall survive any termination of this Agreement as well as any other revisions which by their terms or sense are intended to survive.