ACCEPTANCE OF TERMS.
The services that Silent Partners provides to you are subject to the following Terms of Use ("TOU"). The most current version of the TOU can be reviewed by clicking on the "Terms of Use" hypertext link located at the bottom of our Web pages. Silent Partners will occasionally update this TOU document. When we do, we will also revise the "last updated" date at the bottom of the TOU. For material changes to this statement, Silent Partners will alert you by placing prominent notice at the top of the TOU. However, Silent Partners reserves the right to update the TOU at any time without notice to you. By using the Services in any manner you are agreeing to comply with these terms, which we may update without notice and encourage you to check at any time. You must be at least 18 years of age and competent to enter into contract to use the Services. Unless we expressly indicate otherwise, these terms incorporate and supercede any other terms associated with the files, applications, and services available on the domain www.silentpartners.com , its sub-domains, and any international counterparts and sub-domains, as well as affiliated domains and sub-domains operated by Silent Partners, Inc. ("Silent Partners". "SP", "we", or "us").

DESCRIPTION OF SERVICES.
Through its network of Web properties, Silent Partners provides you with access to a wide variety of resources, including general and personalized content, client resources, online and downloadable applications, communication forums and tools, and product information (collectively "Services"). The Services, including any updates, enhancements, new features, and/or the addition of any new Web properties, are subject to the TOU.

NON-COMMERCIAL USE LIMITATION.
Unless otherwise specified, the Services are for your personal and non-commercial use. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, remove any copyright, trademark, or other proprietary notices, create derivative works from, transfer, or sell any information, software, products or services obtained from the Services. We own intellectual property rights to the content on the Services and its design, structure, and compilation (collectively "look and feel"). You must possess the legal right to any content you upload or download using the Services.

PRIVACY AND PROTECTION OF PERSONAL INFORMATION.
We take your privacy seriously and make every effort to protect your privacy. Please review our comprehensive Privacy Statement disclosures relating to the collection and use of your information.

NOTICE SPECIFIC TO DOCUMENTS AVAILABLE ON THIS WEB SITE.
Permission to use Documents (such as white papers, press releases, datasheets and FAQs) from the Services is granted, provided that (1) the below copyright notice appears in all copies and that both the copyright notice and this permission notice appear, (2) use of such Documents from the Services is for informational and non-commercial or personal use only and will not be copied or posted on any network computer or broadcast in any media, and (3) no modifications of any Documents are made. Accredited educational institutions, such as K-12, universities, private/public colleges, and state community colleges, may download and reproduce the Documents for distribution in the classroom. Distribution outside the classroom requires express written permission. Use for any other purpose is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.

Documents specified above do not include the design or layout of the SilentPartners.com Web site or any other Silent Partners owned, operated, licensed or controlled site. Elements of Silent Partners Web sites are protected by trade dress, trademark, unfair competition, and other laws and may not be copied or imitated in whole or in part. No logo, graphic, video, sound or image from any Silent Partners Web site may be copied or retransmitted unless expressly permitted by Silent Partners.

SILENT PARTNERS AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION CONTAINED IN THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED AS PART OF THE SERVICES FOR ANY PURPOSE. ALL SUCH DOCUMENTS AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. SILENT PARTNERS AND/OR ITS RESPECTIVE SUPPLIERS OR PARTNERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, INCLUDING ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, WHETHER EXPRESS, IMPLIED OR STATUTORY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. IN NO EVENT SHALL SILENT PARTNERS AND/OR ITS RESPECTIVE SUPPLIERS OR PARTNERS BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF INFORMATION AVAILABLE FROM THE SERVICES.

THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED ON THE SERVICES COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. SILENT PARTNERS AND/OR ITS RESPECTIVE SUPPLIERS or PARTNERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE PRODUCT(S) AND/OR THE PROGRAM(S) DESCRIBED HEREIN AT ANY TIME.

MEMBER ACCOUNT, PASSWORD, AND SECURITY.
If any of the Services requires you to open an account, you must complete the registration process by providing us with current, complete and accurate information as prompted by the applicable registration form. You also will choose a password and a user name. You are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify Silent Partners immediately of any unauthorized use of your account or any other breach of security. Silent Partners will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by Silent Partners or another party due to someone else using your account or password. You may not use anyone else's account at any time, without the permission of the account holder. You will not disrupt the functioning of the Services, solicit another user's password, or otherwise act in a manner that interferes with other users' use of the Services. Nor may you post or distribute any computer program that damages, detrimentally interferes with,surreptitiously intercepts, or expropriates any system, data, or personal information.

SILENT PARTNERS SOFTWARE.
The Service and any software it incorporates or downloads to you (collectively "Software") contains proprietary and confidential information that is protected by applicable intellectual property and other laws. Except as expressly authorized by us or the owner of such proprietary information, you will not modify, sell, or distribute works based on the Services or the Software. This includes, but not limited to, all source code contained within the domain www.silentpartners.com or its sub-domains, whether incorporated into Silent Partners solutions, code necessary to drive any or all parts of www.silentpartners.com or its sub-domains regardless if tied to Services or not. It also makes no distinction whether Software is binary object code, pre-compiled code, Script Code, style sheets, or Markup Language code, whether such Software was downloaded to a client-side machine or resides on a domain that is owned, licensed, or operated by Silent Partners.

Unless you are receiving the Software pursuant to a license from Silent Partners, in which case the specific provisions of that license exclusively apply, we grant you a non-transferable, and non-exclusive license to use the object code version of the Software on a single computer, provided that you do not (and do not allow any third party to) copy, modify, reverse engineer, assign or otherwise transfer any right in the Software; and you will not modify the Software or access the Services by any means other than the one we provide.

NO UNLAWFUL OR PROHIBITED USE.
As a condition of your use of the Services, you will not use the Services for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Services in any manner that could damage, disable, overburden, or impair any Silent Partners server, or the network(s) connected to any Silent Partners server, or interfere with any other party's use and enjoyment of any Services. You may not attempt to gain unauthorized access to any Services, other accounts, computer systems or networks connected to any Silent Partners server or to any of the Services, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Services.

USE OF SERVICES.
The Services may contain e-mail services, bulletin board services, chat areas, news groups, forums, client areas, client resources, communities, personal web pages, client pages, calendars, photo albums, file cabinets and/or other message or communication facilities designed to enable you to communicate with others (each a "Communication Service" and collectively "Communication Services"). You agree to use the Communication Services only to post, send and receive messages and material that are proper and, when applicable, related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using the Communication Services, you will not:

• Use the Communication Services in connection with surveys, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise).
• Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
• Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information.
• Upload, or otherwise make available, files that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consent to do the same.
• Use any material or information, including images or photographs, which are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party.
• Upload files that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another's computer or property of another.
• Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Services specifically allows such messages.
• Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally reproduced, displayed, performed, and/or distributed in such manner.
• Falsify or delete any copyright management information, such as author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
• Restrict or inhibit any other user from using and enjoying the Communication Services.
• Violate any code of conduct or other guidelines which may be applicable for any particular Communication Service.
• Harvest or otherwise collect information about others, including e-mail addresses.
• Violate any applicable laws or regulations.
• Create a false identity for the purpose of misleading others.
• Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the Services or other user or usage information or any portion thereof.

Silent Partners reserves the right at all times to disclose any information as Silent Partners deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Silent Partners's sole discretion.

Always use caution when giving out any personally identifiable information about yourself or your children in any Communication Services. Silent Partners does not control or endorse the content, messages or information found in any Communication Services and, therefore, Silent Partners specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Services. Managers and hosts are not authorized Silent Partners spokespersons, and their views do not necessarily reflect those of Silent Partners.

Materials uploaded to the Communication Services may be subject to posted limitations on usage, reproduction and/or dissemination; you are responsible for adhering to such limitations if you download the materials.

MATERIALS PROVIDED TO SILENT PARTNERS OR POSTED AT ANY SILENT PARTNERS WEB SITE.
Silent Partners does not claim ownership of the materials you provide to Silent Partners (including feedback and suggestions) or post, upload, input or submit to any Services or its associated services for review by the general public, or by the members of any public or private community, (each a "Submission" and collectively "Submissions"). However, by posting, uploading, inputting, providing or submitting ("Posting") your Submission you are granting Silent Partners, its affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of their Internet businesses (including, without limitation, all Silent Partners Services), including, without limitation, the license rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; to publish your name in connection with your Submission; and the right to sublicense such rights to any supplier of the Services.

No compensation will be paid with respect to the use of your Submission, as provided herein. Silent Partners is under no obligation to post or use any Submission you may provide and Silent Partners may remove any Submission at any time in its sole discretion.

By Posting a Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in these Terms of Use including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.

In addition to the warranty and representation set forth above, by Posting a Submission that contain images, photographs, pictures or that are otherwise graphical in whole or in part ("Images"), you warrant and represent that (a) you are the copyright owner of such Images, or that the copyright owner of such Images has granted you permission to use such Images or any content and/or images contained in such Images consistent with the manner and purpose of your use and as otherwise permitted by these Terms of Use and the Services, (b) you have the rights necessary to grant the licenses and sublicenses described in these Terms of Use, and (c) that each person depicted in such Images, if any, has provided consent to the use of the Images as set forth in these Terms of Use, including, by way of example, and not as a limitation, the distribution, public display and reproduction of such Images. By Posting Images, you are granting (a) to all members of your private community (for each such Images available to members of such private community), and/or (b) to the general public (for each such Images available anywhere on the Services, other than a private community), permission to use your Images in connection with the use, as permitted by these Terms of Use, of any of the Services, (including, by way of example, and not as a limitation, making prints and gift items which include such Images), and including, without limitation, a non-exclusive, world-wide, royalty-free license to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Images without having your name attached to such Images, and the right to sublicense such rights to any supplier of the Services. The licenses granted in the preceding sentences for a Images will terminate at the time you completely remove such Images from the Services, provided that, such termination shall not affect any licenses granted in connection with such Images prior to the time you completely remove such Images. No compensation will be paid with respect to the use of your Images.

TRADEMARK INFORMATION.
Our trademark(s) identify our products and services. You may make fair use of our trademarks in advertising and promotional materials, and in referring to our products and services (for example, in a magazine article) without our permission, provided you follow standard trademark usage practices and provide proper attribution. Other uses require our written permission. Please make such request by e-mail to Trademark Permissions.

You may never use our trademarks in the following manners:

• In a non-Silent Partners product/service name or publication title.
• In, as, or as part of your own trademarks.
• To identify products or services that are not Silent Partners's.
• To disparage Silent Partners.
• To suggest inaccurately that we sponsor, endorse, or are otherwise connected with your activities, products, or services.
• To cause confusion, intentional or otherwise.
• In any other manner that Silent Partners or its users find offensive.

LINKS TO THIRD PARTY SITES.
THE LINKS IN THIS AREA WILL LET YOU LEAVE SILENT PARTNERS'S SITE. THE LINKED SITES OR RESOURCES ARE NOT UNDER THE CONTROL OF SILENT PARTNERS AND SILENT PARTNERS IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY LINKED SITE OR RESOURCE OR ANY LINK CONTAINED IN A LINKED SITE, OR ANY CHANGES OR UPDATES TO SUCH SITES OR RESOURCES. SILENT PARTNERS IS PROVIDING THESE LINKS OR RESOURCES TO YOU ONLY AS A CONVENIENCE, AND THE INCLUSION OF ANY LINK DOES NOT IMPLY ENDORSEMENT BY SILENT PARTNERS OF THE SITE. SILENT PARTNERS IS NOT RESPONSIBLE FOR THE AVAILABILITY, CONTENT, OR DELIVERY OF SERVICES OF THE LINKED SITES OR RESOURCES.

UNSOLICITED IDEA SUBMISSION POLICY.
SILENT PARTNERS OR ANY OF ITS EMPLOYEES DO NOT ACCEPT OR CONSIDER UNSOLICITED IDEAS, INCLUDING IDEAS FOR NEW ADVERTISING CAMPAIGNS, NEW PROMOTIONS, NEW PRODUCTS OR TECHNOLOGIES, PROCESSES, MATERIALS, MARKETING PLANS OR NEW PRODUCT NAMES. PLEASE DO NOT SEND ANY ORIGINAL CREATIVE ARTWORK, SAMPLES, DEMOS, OR OTHER WORKS. THE SOLE PURPOSE OF THIS POLICY IS TO AVOID POTENTIAL MISUNDERSTANDINGS OR DISPUTES WHEN Silent Partners'S PRODUCTS OR MARKETING STRATEGIES MIGHT SEEM SIMILAR TO IDEAS SUBMITTED TO Silent Partners. SO, PLEASE DO NOT SEND YOUR UNSOLICITED IDEAS TO SILENT PARTNERS OR ANYONE AT SILENT PARTNERS. IF, DESPITE OUR REQUEST THAT YOU NOT SEND US YOUR IDEAS AND MATERIALS, YOU STILL SEND THEM, PLEASE UNDERSTAND THAT SILENT PARTNERS MAKES NO ASSURANCES THAT YOUR IDEAS AND MATERIALS WILL BE TREATED AS CONFIDENTIAL OR PROPRIETARY.

CLAIMS OF COPYRIGHT INFRINGEMENT.
If you believe that your work has been copied and is accessible on the Service in a way that constitutes copyright infringement, please click here for instructions on how to contact us.

COPYRIGHT NOTICE. Copyright © 2003 Silent Partners, Inc., 8727 Shoal Creek Blvd, Austin, Texas 78757 U.S.A. All rights reserved.

Last Updated: 12/7/2004 3:29:21 PM