Terms of Use

Priority Solutions, Inc. (“PSI”)
Website Terms and Conditions of Use
Revised as of August 12, 2013

Welcome to www.prioritysolutionsinc.com (the “Website”). PSI provides access to the Website, and its services offered in the Website, to you subject to the following terms and conditions. In return for gaining access to the Website, you agree to be bound by these terms and conditions of use without limitation or qualification. If you do not intend to be legally bound by these terms and conditions of use, do not access or use the Website. PSI reserves the right to update the terms and conditions at any time without notice to you. PLEASE READ THE FOLLOWING TERMS AND CONDITIONS OF USE AND DISCLAIMERS CAREFULLY BEFORE USING THIS WEBSITE. YOUR USE OF THIS WEBSITE CONSTITUTES YOUR AGREEMENT TO BE BOUND BY THESE TERMS AND CONDITIONS OF USE AND DISCLAIMERS.

Personal Information, Privacy and Protection

Please see the PSI Privacy Statement disclosure relating to the collection and use of your personal information.

Geographic Scope

The Website may be viewed internationally, and may contain references to products or services not available in all countries. References to a particular product or service do not imply that the PSI intends to make such products or services available in such countries.

Children

If you are under 18, you may use the Website only with involvement of a parent or guardian.

No Unlawful or Prohibited

Use As a condition of your use of this Site, you will not use the Site or any of the available Services for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Site or any of the Services in any manner that could damage, disable, overburden, or impair any PSI site, or the network(s) connected to any PSI server, or interfere with any other party’s use and enjoyment of any PSI sites. You may not attempt to gain unauthorized access to any Site, other accounts, computer systems or networks connected to any PSI server or to any of the Sites, 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 Site or Services.

Non-Commercial and Personal Use Limitation

Unless otherwise specified, the use of this website is for your personal and non-commercial use. You may not create derivative works from, modify, copy, reproduce, distribute, transmit, display, perform, publish, license, transfer, or sell any information, software, products, or services in any form that are obtained from this Site.

Password, Security and Member Account

When any of the services provided by this Site 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 may be required to choose or provide a password and user name or other information that will identify you and authorize use of your account. You are entirely responsible for maintaining the confidentiality of your password and account information. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify PSI immediately of any breach of security or unauthorized use of your account. PSI 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 PSI of another party due to someone else using you account or password. You may not use anyone else’s account at any time, without permission of the account holder.

Electronic Communications

When you visit the Website or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on the Website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically via e-mail or by posting notices on the Website satisfy any legal requirement that such communication be in writing.

Notices Regarding Software, Documents and Services Available on this Site
IN NO EVENT SHALL PSI AND /OR ITS AFFILIATES BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OR USE, DATA OR PROFITS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OF PERFORMANCE OF SOFTWARE, DOCUMENTS, PROVISION OF OR FAILURE TO PROVIDE SERVICES, OF INFORMATION AVAILABLE FROM THE SITE.

Notice Specific to Software Available on this Site
Software made available to download from this Site (“Software”) is the patented and/or copyrighted work of PSI and/or its affiliates. Use of the Software is governed by the terms of the end user license agreement, which accompanies or is included with the Software (“License Agreement”). Downloading or use of the Software by end user is only authorized upon agreement with the License Agreement terms and conditions.

Software made available for download is for the sole use by end users according to the License Agreement. Any reproduction or redistribution of the Software not in accordance with the License Agreement is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.

WITHOUT LIMITING THE FOREGOING, COPYING, REPRODUCTION OR DISTRIBUTION OF THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER COPYING, REPRODUCTION OR DISTRIBUTION IS EXPRESSLY PROHIBITED BY THE LICENSE AGREEMENT ACCOMPANYING SUCH SOFTWARE. THE SOFTWARE IS WARRANTED, IF AT ALL, ONLY IN ACCORDANCE WITH THE TERMS OF THE LICENSE AGREEMENT. EXCEPT AS WARRANTED IN THE LICENSE AGREEMENT, PSI DISCLAIMS ALL CONDITIONS AND WARRANTIES WITH REGARD TO THE SOFTWARE, INCLUDING ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, WHETHER STATUTORY, IMPLIED, EXPRESS, OR FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. PSI MAY, FOR YOUR CONVENIENCE, MAKE AVAILABLE, AS PART OF THE SITE, OR IN ITS SOFTWARE PRODUCTS, TOOLS AND UTILITIES FOR USE AND/OR DOWNLOAD. PSI DOES NOT MAKE ANY ASSURANCES OR WARRANTIES WITH REGARD TO THE ACCURACY, THE RESULTS OR OUTPUT FROM SUCH USE OF ANY SUCH TOOLS AND UTILITIES. PLEASE RESPECT THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS WHEN USING TOOLS AND UTILITIES MADE AVAILABLE ON THE WEB SITE OR IN PSI SOFTWARE PRODUCTS.

Notice Specific to Documents Available on this Site

Use of Documents (such as white papers, press releases, datasheets and FAQs) from this Site is granted provided that 1) that both this permission notice appears and the Copyright notice appears in all copies, 2) use of such Documents from the Site is for informational, non-commercial and/or personal use only and will not be posted or copied on any network computer or broadcast in any media, and 3) no modifications of any Documents are made. Use of Documents 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.

The above-specified Documents do not include the layout or design of the ‘prioritysolutionsinc.com’ site or any other PSI owned, operated, licensed or controlled site. Elements of PSI web sites are protected by trade dress, copyright, trademark, unfair competition, and other laws and may not be copied or imitated in whole or in part. No logo, graphic, sound or image from any PSI site may be copied or retransmitted unless express written permission is given by PSI.

PSI AND/OR ITS AFFILIATES MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION CONTAINED IN THE GRAPHICS AND RELATED DOCUMENTS PUBLISHED AS PART OF THE SITE FOR ANY PURPOSE. ALL SUCH DOCUMENTS AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. PSI AND/OR ITS AFFILIATES 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 PSI AND/OR ITS AFFILIATES 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 SITE. THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED ON THE SITE COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. PSI AND/OR ITS AFFILIATES MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE PRODUCT(S) AND/OR THE PROGRAM(S) DESCRIBED HEREIN AT ANY TIME.

Use of Sites

The PSI Sites provided may contain e-mail services, bulletin board services, chat areas, news groups, forums, and/or other message or communication facilities (“communication facilities”) designed to enable you to communicate with others. You agree to use these communication facilities only to post, send and receive messages and material that are proper and, when applicable, related to the particular site. By way of example, and not as a limitation, you agree that you will not:

Violate any code of conduct or other guidelines, which may be applicable for any particular Site or Service.
Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information.
Use the communication facilities 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.
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.
Use any material or information, including images or photographs, which are made available through the Site in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party.
Download any file posted by another user of a service that you know, or reasonably should know, cannot be legally reproduced, displayed, performed, and/or distributed in such manner.
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.
Restrict or inhibit any other user from using and enjoying the Site.
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.
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 of have received all necessary consent to do the same.
Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the Site or other user or usage information or any portion thereof.

PSI has no obligation to monitor the communication facilities. However, PSI reserves the right to review material posed to the site and remove any materials at its sole discretion. PSI reserves the right to terminate your access to any or all of the communication facilities at any time, without notice, for any reason whatsoever.

PSI reserves the right at all times to disclose any information as PSI 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 PSI’s sole discretion.

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

Materials uploaded to the communication facilities 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.

Links to Third Party Sites.

THE LINKS IN THIS SITE WILL LET YOU LEAVE PSI’S SITE. PSI IS NOT RESPONSIBLE FOR THE LINKED SITES AND THEY ARE NOT UNDER THE CONTROL OF PSI AND PSI IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY LINKED SITE OR ANY LINK CONTAINED IN A LINKED SITE, OR ANY CHANGES OR UPDATES TO LINKED SITES. PSI IS NOT RESPONSIBLE FOR WEBCASTING OR ANY OTHER FORM OF TRANSMISSION RECEIVED FROM ANY LINKED SITE. PSI IS PROVIDING THESE LINKS TO YOU ONLY AS A CONVENIENCE; THE INCLUSION OF ANY LINK DOES NOT IMPLY ENDORSEMENT BY PSI OF THE SITE.

Materials Provided to PSI or Posted at any PSI Website

PSI does not claim ownership of materials provided to PSI (including suggestions or feedback) or post, upload, input or submit to any service or its associated services for review by the general public, or by the members of any public or private community, (each a “submission”). However, by posting, uploading, inputting, providing or submitting your submission you are granting PSI, and its affiliated companies and necessary sub licensees permission to use your submission in connection with the operation of their Internet businesses (including without limitation, all PSI Sites), 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 site.

No compensation will be paid with respect to the use of your submission, as provided herein.

PSI is under no obligation to post or use any submission you may provide and PSI may remove any submission at any time at 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 imagers, photographs, pictures of that are otherwise graphical in whole or in part, 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 Site, 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 to PSI and to the general public, permission to use you images in connection with the use, as permitted by these terms and conditions of use (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 you images without having your name attached to such images, and the right to sublicense such rights to any supplier of the Site. The licenses granted in the preceding sentences for an image will terminate at the time you completely remove such images from the Site, provided that, such termination shall not affect any licenses granted in connection with such image prior to the time you completely remove such image. No compensation will be paid with respect to the use of your images.

Product/Service Descriptions

PSI and its affiliates attempt to be as accurate as possible. However, PSI does not warrant that product/service descriptions or other content of this site is accurate, complete, reliable, current, or error-free.

Content

All content included on the Website, including, but not limited to, text, design, graphics, logos, button icons, images, audio clips, digital downloads, interfaces, data compilations, software, and code, is the property of PSI, its affiliates, or its content suppliers, and is protected by United States and international copyright laws. The compilation of all content on this site is the exclusive property of PSI, its affiliates, or its content suppliers, and is protected by U.S. and international copyright laws.

Disclaimer of Warranties and Limitation of Liability
The Website is provided by PSI on an “as is” and “as available” basis. PSI makes no representations or warranties of any kind, express or implied, as to the operation of the Website or the information, content, materials, or products included on the Website. You expressly agree that your use of the Website is at your sole risk.

To the fullest extent permissible by applicable law, PSI disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose. PSI does not warrant that the Website, its servers, or e-mail sent from PSI are free of viruses or other harmful components. PSI will not be liable for any damages of any kind arising from the use of the Website, including, but not limited to, direct, indirect, incidental, punitive, and consequential damages.

Certain state laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions, or limitations may not apply to you, and you might have additional rights.

Governing Law and Venue

The Website was developed in the United States of America in accordance with and shall be governed by the laws of the state of Utah, United States of America. By visiting the Website, you agree that the laws of the state of Utah of the United States, without regard to principles of conflict of laws, will govern these terms and conditions of use, and any dispute of any sort that might arise between you and PSI or its affiliates. You also agree to the exclusive jurisdiction and venue in Salt Lake County, Utah, if in a state court, and in the District of Utah, if in United States Federal Court.

Disputes

Any dispute relating in any way to your visit to the Website or to products you purchase through the Website shall be submitted to confidential arbitration in Salt Lake City, Utah, of the United States of America, except that, to the extent you have in any manner violated or threatened to violate PSI’s intellectual property rights, PSI may seek injunctive or other appropriate relief in any state or federal court in the state of Utah, and you consent to exclusive jurisdiction and venue in such courts. Arbitration under these terms and conditions of use shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these terms and conditions of use shall be joined to an arbitration involving any other party subject to these terms and conditions of use, whether through class arbitration proceedings or otherwise.

Site Policies, Modification, and Severability

As noted above, you are encouraged and advised to review the terms and conditions of use and the privacy policy posted on the Website. These policies also govern your visit to the Website. By using the Website, you agree to be bound by and to abide by these policies, just as if you had signed an agreement. If you do not comply with these terms and conditions of use at any time, we reserve the right, if applicable, to terminate your password, user account, or your access to the Website (or any part thereof). You agree that any termination or cancellation of your access to, or use of, the Website, may be effected without prior notice. Further, you agree that we will not be liable to you or to any third party for any termination or cancellation of your access to, or use of, the Website. We reserve the right, in our sole discretion, to change, modify, add to, or remove portions of the Website, the terms and conditions of use and the privacy policy at any time. You should check these terms and conditions of use and privacy policy periodically for changes. By using the Website after we post any changes to the terms and conditions of use or the privacy policy, you agree to accept those changes, regardless of whether you have reviewed them. If you do not agree to these terms and conditions of use and the privacy policy, you should not use the Website and, if applicable, you should arrange to cancel your registered user account or subscription with us. If any of these terms or conditions is deemed invalid, void, or for any reason unenforceable, that condition will be deemed severed and will not affect the validity and enforceability of any remaining condition.