This Agreement pertains to the information, data, reports, and/or the software (collectively, the "Services") that you are accessing. By accessing these Services you are agreeing to these terms and conditions.RSVP ("RSVP") gives you ("User") a limited, non-exclusive, non-transferable license to use the Services under the following terms and conditions:

Intellectual Property
The Services and all intellectual property rights therein are owned by RSVP. No ownership rights are granted by this Agreement and, except for the limited license provided, RSVP reserves all rights in and to the Services and all underlying data compilations and information contained therein, including but not limited to the exclusive intellectual property rights and the right to grant further licenses. User acknowledges that the Services are the proprietary property of RSVP and are a valuable commercial product, the development of which involved an expenditure of substantial time and money by RSVP.

Permitted Use
The Services are solely for use within User's own organization by User's own employees or agents, for User's own internal business purposes. No resale of services by User is permitted.

Restrictions on Use
User agrees:
a. User will not resell, relicense or redistribute the Services in whole or in part;
b. User will not use the Services to create any derivative products;
c. User will not use the Services to create, enhance or structure any database in any form for resale or distribution;
d. User shall be solely responsible for maintaining the confidentiality of any usernames and passwords used by its employees;
e. User will not use the Services for any purpose that infringes any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy.
f. User will not remove, alter or obscure any proprietary notices in the Services and will reproduce all such notices on all copies or portions thereof.

Disclaimer
THE SERVICES ARE INFORMATIONAL ONLY AND ARE NOT INTENDED TO PROVIDE SPECIFIC COMMERCIAL ADVICE. THE SERVICES ARE BASED UPON CERTAIN DATA, SUBJECT TO FREQUENT CHANGE. RSVP MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE METHODOLOGIES USED OR THE ACCURACY, TIMELINESS, RELIABILITY OR COMPLETENESS OF ANY OF THE SERVICES. THE SERVICES ARE PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND WHATSOEVER, INCLUDING ANY IMPLIED OR EXPRESS WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. ANY RELIANCE ON OR USE BY USER OF THE SERVICES SHALL BE ENTIRELY AT USER'S OWN RISK. RSVP MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE PROPRIETY OF THE USE OF THE SERVICES IN ANY FURISDICTION, STATE OR REGION. USER SHALL BE SOLELY RESPONSIBLE FOR COMPLYING WITH FEDERAL, STATE OR LOCAL STATUTE, LAW OR EEGULATION APPLICABLE TO USER'S USE OF THE SERVICES.

Limitation of Liability
RSVP SHALL HAVE NO LIABILITY UNDER OR IN ANY WAY RELATED TO THIS AGREEMENT FOR ANY LOSS OF PROFIT OR REVENUE OR FOR ANY CONSIQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL OR EXEMPLARY DAMAGES, EVEN IF RSVP IS AWARE OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES. USER AGREES THAT THE LIMITATIONS SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THIS AGREEMENT, AND THAT THE SERVICES WOULD NOT BE PROVIDED TO USER ABSENT SUCH LIMITATIONS.

Indemnification
USER AGREES TO INDEMNIFY AND HOLD RSVP HARMLESS FROM AND AGAINST ALL CLAIMS OF THIRD PARTIES ARISING OUT OF OR RELATED TO THE USE OF THE SERVICES BY THE USER, OR ATTRIBUTABLE TO USER'S BREACH OF THIS AGREEMENT.

General
a. Unless specified otherwise in a fully-executed license agreement with RSVP, this Agreement constitutes the entire agreement between the parties with respect to the Services and supersedes any prior understanding or agreement, oral or written, relating to the Services.
b. The interpretation and construction of this Agreement, and all matters relating hereto, shall be governed by the laws of the State of Californbia applicable to agreements executed and to be performed solely within California.
c. No modification, amendment, supplement to or waiver of any provision of this Agreement shall be effective unless in writing and duly signed by an authorized representative of both parties hereto.
d. Any provision of this Agreement that contemplates performance subsequent to the expiration or earlier termination of this Agreement shall survivie such expiration or termination and shall continue in full force and effect until fully satisfied.
e. RSVP shall not be liable for any delay or failure in its performance of any of the acts required by this Agreement when such delay or failure arises for reasons beyond RSVP's reasonable control.
f. User may not assign this Agreement or any rights or obligations hereunder.

By accessing the information contained within the Services User agrees to be bound by all terms and conditions contained in this Agreement. By clicking "I Accept," you assert that you are an authorized agent of User with the authority to bind User to the terms and conditions contained in this Agreement. If you do not accept the terms and conditions contained herein, you may not use the Services.

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