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 * Careers
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 * What We Do
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 * Upcoming Events
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 * What We Do
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   * Markets Served
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   * Equipment
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TERMS OF USE

Thank you for visiting one of our Sites. While we hope you enjoy the Sites, it
is important that you carefully read these Terms of Use (“Terms”) before using
the Sites, as they affect your legal rights and obligations and govern your use
of the Sites.

Effective Date: May 25, 2018

Introduction

Welcome! You have arrived at a website or mobile Internet site operated by
Emerald X, LLC (“Emerald”, “we,” “our,” or “us”). Each website or mobile
Internet site shall be referenced as a “Site” or collectively, the “Sites”,
however it is accessed and/or used, whether via personal computers, mobile
devices or otherwise.

Thank you for visiting one of our Sites. While we hope you enjoy the Sites, it
is important that you carefully read these Terms of Use (“Terms”) before using
the Sites, as they affect your legal rights and obligations and govern your use
of the Sites. These Terms apply to (i) the Sites; and (ii) interactive features
or downloads that are owned or controlled by Emerald , are available through the
Sites, or that interact with the Sites and post these Terms. These Terms do not
apply to any offline activities by Emerald (unless specifically stated). You
agree to these Terms by accessing or using the Sites. IF YOU DO NOT AGREE TO BE
BOUND BY ALL OF THESE TERMS, DO NOT USE THE SITES.

PLEASE NOTE THAT THESE TERMS REQUIRE THAT DISPUTES BE RESOLVED ONLY BY
ARBITRATION (AND NOT BY COURT LITIGATION) IN THE COUNTY OF LOS ANGELES,
CALIFORNIA, WAIVE ANY RIGHT BY YOU TO JURY TRIAL, AND WAIVE ANY OF YOUR RIGHTS
TO BRING CLASS ACTIONS AGAINST US. Please review the Governing Law, Arbitration
and No Class Actions section of these Terms for complete details.

In some instances, both these Terms and a separate terms of service setting
forth additional terms and conditions may apply to a service or product offered
via the Sites (“Additional Terms”). To the extent there is a conflict between
these Terms and any Additional Terms, the Additional Terms will control unless
the Additional Terms expressly state otherwise.

Privacy: Our collection, use, and disclosure of information, including
information you submit to us or that we collect about you, is governed by our
Privacy Policy, which is incorporated into and is a part of these Terms. You
consent to the collection and use of your data in accordance with the
Site’s Privacy Policy.

Table of Contents

1.Ownership of Site Materials
2.Your License to Use Materials On Our Sites
3.Information You Submit
4.Account Registration
5.User Forum Usage Rules
6.User Interactions and Disputes
7.Ordering Products and Services
8.Items Available For Download
9.Promotions
10.Third Party Links and Content
11.Linking Policy
12.Mobile
13.Copyright Complaints
14.Your Warranties
15.Disclaimer of Warranties
16.Disclaimers/Limitation of Liability
17.Indemnification
18.Termination and Modifications
19.Location of Sites and Territorial Restrictions
20.Governing Law, Jurisdiction and No Class Actions
21.Updates to Terms
22.Miscellaneous

1.Ownership of Site Materials



(a) Materials. The Sites (including past, present and future versions) and all
materials that are included in or are otherwise a part of the Sites, including,
without limitation: graphics; layout; text; content; instructions; images;
audio; videos; digital media offered by streaming (but specifically excluding
Digital Media Purchases) designs; advertising copy; trademarks; logos; domain
names; trade names; service marks and trade identities; any and all
copyrightable material (including source and object code); the “look and feel”
of the Sites; the compilation, assembly and arrangement of the materials of the
Sites; and all other materials related to the Sites (collectively, the
“Materials”) are owned, controlled or licensed by Emerald , its subsidiaries or
affiliates and are protected from unauthorized use, copying and dissemination by
copyright, trademark, patent, publicity and other laws, rules, regulations and
international treaties. Except as expressly set forth in these Terms or
otherwise expressly granted to you in writing by Emerald , no rights (either by
implication, estoppel or otherwise) are granted to you. Any and all rights to
use any Materials not expressly granted to you under these Terms are hereby
reserved for Emerald and/or its members, subsidiaries, affiliates or its
licensors. Nothing contained in these Terms will affect, impair, or limit in any
way Emeralds’ rights to exploit fully any or all of the Materials. You agree
that you will not, directly or indirectly, contest, challenge, aid or abet in
contesting or challenging the validity or ownership of the Materials, or take
any action whatsoever in derogation of Emeralds’ rights therein, or in breach
of, any terms and conditions contained in these Terms. You acknowledge and agree
that you will not acquire or claim any rights in the Materials, or aid or abet
anyone else in doing so.

(b) Copyright/Trademarks. The entire contents of the Sites (including the
Materials) are copyrighted under the United States copyright laws and/or similar
laws of other jurisdictions. Without limitation, Emerald owns a copyright in the
selection, coordination, arrangement and enhancement of the Materials on the
Sites. Third-party content providers own the copyright in content that is
original to them. Trademarks and service marks on the Sites are the service and
trademarks of Emerald or affiliated companies. Without Emeralds’ prior written
permission, you agree not to display or use, in any manner any such marks and
all goodwill associated with any use by you thereof will inure exclusively to
Emerald. The Materials may not be copied, reproduced, downloaded or distributed
in any way, in whole or in part, without the express prior written permission of
Emerald, unless and except as is expressly provided in these Terms. Any
unauthorized use of the Materials is prohibited. You agree to abide by any and
all additional trademark and copyright notices, information or restrictions
contained in any part of the Sites.



2.Your License to Use Materials On Our Sites



(a) License. The Sites are for your personal use only. Subject to your strict
compliance with these Terms, Emerald grants you a limited, personal,
non-exclusive, non-commercial, revocable, non-assignable and non-transferable
license to download, display, view, use and/or play a single copy of the
Materials (excluding source and object code in raw form or otherwise, other than
as made available to access and use via standard web browsers to enable display
on your device) on any device you use to access the Sites for your personal,
non-commercial use only; provided that: (a) you keep intact all trademark,
copyright and other proprietary notices contained in the original Materials or
any authorized copy you may make of the Materials; (b) you do not use the
Materials in a manner that suggests an association with any of our products,
services or brands; (c) you make no modifications to the Materials; (d) you do
not allow or aid or abet any third party (whether or not for your benefit) to:
(i) copy or adapt the source or object code of either Sites’ software, HTML,
JavaScript or other programming code; or (ii) reverse engineer, decompile,
reverse assemble, modify or attempt to discover any source code that the Sites
create to generate their web pages or any software or other products or
processes accessible through the Sites; and (e) you do not insert any code or
product to manipulate the Materials in any way that affects any user’s
experience of the Sites.

(b) Prohibited Activities. You also agree that you will not: (a) use any robot,
spider, rover, scraper, or any other data mining technology or automatic or
manual process to monitor, cache, frame, mask, extract data from, copy or
distribute the Materials (except as may be a result of standard Internet browser
or search engine); (b) fail to follow the instructions provided on the Sites in
a “robots.txt” file or similar mechanism (to the extent that you provide
standard search engine services to the public); nor will you (c) modify, frame,
reproduce, archive, sell, lease, rent, exchange, create derivative works from,
publish by hard copy or electronic means, publicly perform, display,
disseminate, distribute, broadcast, retransmit, circulate to any third party or
on any third-party web site, or otherwise use the Materials in any way for any
public or commercial purpose except as specifically permitted by these Terms or
Emerald without the prior written consent of Emerald . You acknowledge that any
unauthorized use of any Materials could cause irreparable harm to Emerald and
agree that in the event of any such unauthorized use, we shall be entitled to an
injunction in addition to any other remedies available at law or in equity.



3.Information You Submit



(a) User Content. The Sites may provide you and others with the opportunity to
participate in forums, blogs, message boards and other communication
functionality (collectively, “User Forums”) and may provide you with the
opportunity, through such features or otherwise, to submit, post, display,
transmit, perform, publish, distribute or broadcast content and materials to
Emerald or the Sites, including, without limitation, photographs, writings,
polls, music, video, audio recordings, computer graphics, pictures, data,
questions, comments, suggestions or other information (collectively, “User
Content”).

(b) Terms Applicable to User Content. Except as otherwise described in our
posted Privacy Policy, or other agreement on the Sites at which you provide your
User Content, you agree that your User Content will be treated as
non-confidential and non-proprietary and will not be returned. You agree that
you either: (i) own the rights to the User Content you submit and the right to
grant all of the rights and licenses in these Terms; or (ii) you have all
necessary rights and licenses from the owner(s) of these rights to enter into
these Terms and grant Emerald these licenses. Upon Emeralds’ request, you will
furnish Emerald any documentation, substantiation or releases necessary to
verify your compliance with these Terms. You also acknowledge that the Internet
may be subject to breaches of security and should be aware that submissions of
User Content or other information may not be secure, and you should consider
this before submitting any information to Emerald .

(c) License to Emerald for User Content. You grant to Emerald the unrestricted,
unconditional, non-exclusive, unlimited, worldwide, irrevocable, perpetual and
royalty-free right and license to host, use, copy, distribute, reproduce,
disclose, sell, re-sell, sub-license, display, perform, transmit, publish,
broadcast, modify, reformat, translate, archive, store, cache or otherwise
exploit in any manner whatsoever, all or any portion of your User Content for
any purpose whatsoever in all formats; on or through any media, software,
formula or medium now known or hereafter developed; and with any technology or
devices now known or hereafter developed and to advertise, market and promote
the same. You further agree that Emerald is free to use any ideas, concepts,
know-how or techniques contained in any User Content you send to the Sites or
Emerald , for any purposes whatsoever, including, without limitation,
developing, manufacturing and marketing products and or services using such User
Content; or creating informational articles based on or advertising our products
and services, and without compensation of any kind. You further perpetually and
irrevocably grant Emerald the unconditional right to use and exploit your name,
persona and likeness included in any User Content and in connection with any
User Content, without any obligation or compensation to you. You also grant to
Emerald the right to sub-license and authorize others to exercise any of the
rights granted to Emerald under these Terms; and each such third party will be
entitled to benefit from the rights and licenses granted to Emerald under these
Terms. You further authorize Emerald to publish your User Content in a
searchable format that may be accessed by users of the Sites and the Internet.
Except as prohibited by law, you waive any moral rights you may have in any User
Content you submit, even if such User Content is altered or changed in a manner
not agreeable to you.

(d) Emeralds’ Obligations Regarding User Content. You agree that Emerald has no
obligation to pre-screen, monitor or enforce your intellectual property rights
to your User Content but has the right to protect and enforce its and its
licensees’ licensed rights to your User Content. You further acknowledge and
agree that Emerald will not have any obligation to, but may review, monitor,
display, accept or exploit any User Content, and /or any areas on the Sites
where users transmit or post User Content or communicate with each other,
including but not limited to comment sections, advertisement sections, bulletin
boards or other user forums. Emerald may, in its sole discretion, delete, edit,
distribute, move, block access, re-format, edit, alter, distort, remove or
refuse to exploit User Content without notice or liability; provided, however,
that Emerald reserves the right to treat User Content on the Sites, or on
certain portions of the Sites, as content stored at the direction of users for
which Emerald will not exercise editorial control except to enforce the rights
of third parties and the content restrictions set forth in our User Forums Rules
when notice of such violations are directed to Emeralds’ attention.

Emerald is not in any manner responsible for the User Content. Any opinions,
advice, statements, or other information contained in User Content made
available on the Site are those of the respective author(s) or distributor(s)
and not of Emerald . We neither endorse nor guarantee the accuracy,
completeness, or usefulness of any such User Content.

You acknowledge that by providing you with the ability to view User Content on
the Sites, Emerald is not undertaking any obligation or liability relating to
any such User Content, including without limitation any liability arising under
the laws relating to copyrights, trademarks, defamation, privacy or obscenity or
any other applicable law. User Content posted may not be maintained on the Sites
by us for any period of time, we may delete it at our discretion and you have no
right to access or control any User Content that you provide. You agree and
understand that Emerald is not obligated to use User Content and that you will
not receive any consideration or compensation for your User Content or for any
exploitation of it.

(e) Your Obligations Regarding User Content. You agree that you must evaluate,
and bear all risks associated with, the use of any User Content, including, but
not limited to, any reliance on the accuracy, completeness, or usefulness of
User Content.As Emerald may not pre-screen User Content, you bear legal
responsibility for others’ exposure to any offensive, indecent or objectionable
content in User Content.

(f) Product Submissions Prohibited. Emerald does not accept unsolicited
submissions for web sites, products or services. It is our intent to avoid the
possibility of future misunderstandings when projects developed by or on behalf
of Emerald (whether internally or by third parties) might seem to others to be
similar to their own creative ideas or materials. Therefore, please do not make
any such unsolicited submissions to Emerald through the Sites, including through
User Forums. However, if you decide to make any such unsolicited submission, you
hereby grant to Emerald the right and license as if it were User Content as
specifically set forth above.



4. Account Registration



Certain areas of the Sites may require registration or may otherwise ask you to
provide information to participate in certain features, such as our User Forums,
in order to receive newsletters or updates or to access certain Materials or
post User Content. The decision to provide this information is purely optional;
however, if you elect not to provide such information, you may not be able to
access certain Materials or User Content or participate in certain features of
the Sites. When you provide information to the Sites, you agree to provide only
true, accurate, current and complete information, and you agree to maintain and
promptly update your information to keep it true, accurate, current and
complete. If you provide any information that is untrue, inaccurate, not current
or incomplete, or we have reasonable grounds to suspect that such information is
untrue, inaccurate, not current or incomplete, we have the right to suspend or
terminate your account and refuse any and all current or future use of the Sites
(or any portion thereof).

If you register on the Sites and/or create a personal profile, you agree to
accept responsibility for all activities that occur under your account or
password, if any, and you agree you will not sell, transfer or assign your
membership or any membership rights. You are responsible for maintaining the
security and confidentiality of your password, if any, and your account, and for
restricting access to your computer (or other Internet access device, as
applicable) so that others may not access the password protected portion of the
Sites using your name in whole or in part. Emerald reserves the right to
terminate your account or otherwise deny you access in its sole discretion
without notice and without liability.

Furthermore, you are entirely responsible for any and all activities that occur
under your account. You agree to immediately notify us of any unauthorized use
of your account or any other breach of security of which you become aware.



5. User Forum and User Content Rules



As a user of the Sites, you agree that these User Forum and User Content Rules
(“Rules”) are here to help you understand the conduct that is expected of
individuals who participate in User Forums and who provide User Content. Your
participation in the User Forums and your provision of User Content is subject
to all the Terms, including these Rules. We reserve the right, in our sole
discretion, to monitor and screen all User Content submitted to the Sites and
may disregard any User Content that, in our sole discretion, violates these
Rules or the Terms, or that we otherwise find objectionable. Please follow these
Rules as you upload any User Content:

 1.  User Content must be yours. All User Content must be original with you, not
     copied from someone else’s work, and you must have all rights in the User
     Content; OR, all persons who contributed in any way or have any rights to
     your User Content or otherwise appear in the User Content have given you
     permission to upload and distribute the User Content on the Sites and
     elsewhere.
 2.  No pictures or images of anyone but you, your friends and family. If you
     choose to upload photos to the Sites, link to embedded videos, or include
     other images of real people, make sure they are of you or of you and
     someone you know – but only with their express permission to submit it, and
     if that person is a minor in the jurisdiction in which they live, with the
     express permission of his/her parent or legal guardian. If you are
     submitting a picture of someone else’s pet, you must have permission of the
     pet owner to do so.
 3.  You must not impersonate another person or entity.
 4.  Please act appropriately. Express yourself with non-offensive individual
     self-expression. Be respectful of others opinions and comments so we can
     continue to build User Forums for everyone to enjoy. If you think your User
     Content might offend someone or be embarrassing to someone, chances are it
     probably will and it doesn’t belong on the Sites. Cursing, flaming,
     harassing, stalking, posting insulting comments, personal attacks, gossip
     or similar actions are prohibited. Your User Content may not threaten,
     abuse or harm others. Your User Content may not include any negative
     comments that are connected to race, national origin, religion, gender,
     sexual preference or physical or mental disability or that are defamatory,
     slanderous, indecent, obscene, vulgar, offensive, pornographic, sexually
     explicit, lewd, lascivious, abusive, harmful, threatening, or harassing.
     You may not invade the privacy of any person, including posting personally
     identifying or otherwise private or sensitive information about a person
     without that person’s consent or harvesting personally identifiable
     information about the Sites’ users.
 5.  Don’t upload third party materials. Your User Content should not contain
     any visible logos, phrases or trademarks or other third party materials. Do
     not use any User Content that belongs to other people and pass it off as
     your own. This includes any content that you might have found elsewhere on
     the Internet.
 6.  Do not use the User Forums for commercial purposes. Your User Content may
     not advertise or promote a product or service, other than an Emerald
     product or service. You may not use your User Content for solicitation or
     to raise money for anyone, any organization (including charitable
     organizations), any business or for a pyramid or other multi-tiered
     marketing scheme.
 7.  Do not contact other users who do not want to be contacted. You may not
     contact anyone who has asked not to be contacted. You may not make
     unsolicited contact with anyone for any commercial purpose; among other
     things, you may not email users of the Sites who have not indicated in
     writing that it is acceptable to contact them about other services,
     products or commercial interests.
 8.  Do not upload User Content that is inappropriate or illegal. Your User
     Content may not promote any illegal activity. Your User Content may not
     advertise any illegal service or product, or the sale of any items the sale
     of which is prohibited or restricted by any applicable law. If someone
     could go to jail for taking action suggested by your User Content, don’t
     upload or post it. If you do upload or post User Content that is illegal or
     in violation of applicable law, we reserve the right to take action that we
     deem appropriate, in our sole discretion, including reporting you to the
     proper governmental authorities.
 9.  No violence or cruelty to animals. Your User Content may not promote
     violence or cruelty to animals or describe how to perform a violent or
     cruel act.
 10. Be honest and do not misrepresent yourself or your User Content. Do not
     impersonate any other person, user or company or upload or post User
     Content that you know is false, fraudulent, deceptive, inaccurate,
     misleading or that misrepresents your identity or affiliation with a person
     or company.
 11. Others are watching. We hope that you will use the User Forums to exchange
     information and content and have discussions with other members. However,
     please remember that the User Forums is a public forum and User Content
     that you post on the User Forums will be accessible and viewable by other
     users. Do not post personal information (e.g., first and last name,
     password, phone number, address, e-mail address or other personally
     identifiable information or contact information).
 12. Don’t share other people’s personal information. Your User Content may not
     reveal another person’s address, phone number, e-mail address, credit card
     number or any information that may be used to track, contact, or
     impersonate that individual or that is extremely personal in nature.
 13. Don’t damage the Sites or anyone’s computers. User Content may not upload
     viruses, Trojan horses, spyware or any other technologies that could impact
     the operation of the Sites or any computer system. You may not gain
     unauthorized access to any computer system or nonpublic portion of the
     Sites or interfere with or disrupt the Sites, servers or networks connected
     to the Sites.

We reserve the right to request at any time proof of the permissions referred to
above in the sections starting “User Content must be yours”, “No pictures or
images of anyone but you and your friends and family”, and “Don’t upload third
party materials” in a form acceptable to us. Failure to provide such proof may,
if requested, lead to the User Content in question being removed from the Sites.



6. User Interactions and Disputes



You are solely responsible for your interaction with other users of the Sites,
whether online or offline. We are not responsible or liable for the conduct of
any user. We reserve the right, but have no obligation, to monitor or become
involved in disputes between you and other users. Exercise common sense and your
best judgment in your interactions with others, when you submit or post any
personal or other information, and in all other online activities.



7. Ordering Products and Services.

We may make certain products and services available for purchase on the Sites.
If you order any products or services, you hereby represent and warrant that you
are 18 years old or older. You need a valid credit card (except to the extent we
permit purchases with gift cards, promotional or discount codes, or similar
forms of payment), with full authority to use it, to submit an order for
products or services through the Sites. You hereby represent and warrant that
you will not use any credit card or other form of payment unless you have all
necessary legal authorization to do so. You may be asked to supply certain
information relevant to your transaction including, without limitation, your
credit card number, the expiration date of your credit card, your billing
address, and your shipping information. By submitting such information, you
grant to us the right to provide such information to third parties for purposes
of facilitating the completion of transactions initiated by you or on your
behalf to purchase products or services from the Sites. You understand that we
will not be liable in the event that others acting with or without your
permission use your credit card to make purchases on the Sites. Certain products
that you purchase and/or download on or through the Sites may be subject to
additional terms and conditions presented to you at the time of such purchase or
download.



8.Items Available For Download

(a) If you purchase downloadable items from the Sites which constitute or are
comprised of digital media content (“Digital Media Purchases”), including but
not limited to, permanent downloads of publications, audio, music or video
files, you are granted a limited, non-commercial, revocable, non-assignable and
non-transferable license to access, perform and otherwise use the Digital Media
Purchases solely for your personal, non-commercial entertainment and use. All
Digital Media Purchases are sublicensed to you and not sold, notwithstanding the
use of the terms “sell,” “purchase,” “order,” or “buy” on the Sites or in these
Terms. All right and title, including, but not limited to, commercial or
promotional use rights, in Digital Media Purchases available for preview or
purchase on the Sites is reserved by the parties who have licensed the Digital
Media Purchases for sale by the Sites. You may not reproduce (except as
otherwise noted herein), publish, transmit, distribute, display, broadcast,
re-broadcast, publish, perform, rent or lend, modify, create derivative works
from, reverse engineer, sell or participate in any sale of or exploit in any
way, or in part, directly or indirectly, any of the Digital Media Purchases, or
any related software used in connection with the delivery of the Digital Media
Purchases (the “Digital Media Software”). Unauthorized reproduction or
distribution of Digital Media Purchases violates applicable law. You agree to
obey all applicable laws and regulations that apply to the use of any
intellectual property to which you may be granted a license through use of the
Sites. The Sites will not provide free-of-charge copies of Digital Media
Purchase files to restore files that you may lose due to the failure of personal
storage devices, including, but not limited to, hard drives, personal computers,
mobile devices, and portable media players. You are advised to make backup
copies of Digital Media Purchases for use in case of such losses. Digital Media
Purchases from the Sites may be available only in the United States or certain
other countries or territories, and may not be available in other geographic
locations. You agree not to purchase, or attempt to make Digital Media Purchases
from the Sites from outside of the geographic territory(ies) for which they are
provided. The Sites may use technologies to verify your compliance. You agree to
abide by United States and other applicable export control laws not to transfer,
by electronic transmission or otherwise, any content or software, including,
without limitation the Digital Media Software subject to restrictions under such
national destination or person prohibited under such laws. WITHOUT LIMITING ANY
PROVISION HEREIN, WE MAKE NO WARRANTY THAT ANY PARTICULAR COMPUTER, BURNER,
MOBILE OR PORTABLE DEVICE WILL BE COMPATIBLE WITH THE SITES OR THE DIGITAL MEDIA
PURCHASES, OR THAT ANY DIGITAL MEDIA FILES ACQUIRED FROM THE SITES WILL FUNCTION
IN ALL MEDIA PLAYERS OR ON ALL DEVICES. IT IS YOUR SOLE RESPONSIBILITY TO ENSURE
THAT YOUR RECORDING AND PLAYBACK SYSTEM(S) AND DEVICES WILL FUNCTION CORRECTLY
WITH THE DIGITAL MEDIA PURCHASES.

(b) Any items that we make available for download or use from the Sites and/or
our servers, including without limitation the Digital Media Purchases and the
Digital Media Software, (the “Downloadable Items”) are the copyrighted work of
Emerald or its licensors or suppliers. Your use of the Downloadable Items may be
governed by Additional Terms, which may be included with the Downloadable Items
(in addition to the provisions of section 8(a) above). Please carefully read any
Additional Terms to determine the full extent of conditions governing the use of
such Downloadable Items. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION
OF THE DOWNLOADABLE ITEMS TO ANY OTHER SERVER OR LOCATION FOR FURTHER
REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED, UNLESS SUCH REPRODUCTION
OR REDISTRIBUTION IS EXPRESSLY PERMITTED BY THE LICENSE AGREEMENT APPLICABLE TO
SUCH DOWNLOADABLE ITEMS. Note that if you install certain applications that may
be available via the Sites, you consent to the download of software to your
computer and accept these Terms and any Additional Terms related to such
application.



9. Promotions



The Sites may contain or offer sweepstakes, contests or other promotions, which
may be governed by a separate set of rules that describe the sweepstakes,
contest or promotion and may have eligibility requirements, such as certain age
or geographic area restrictions. It is your responsibility to read those rules
to determine whether or not your participation, registration or entry will be
valid and to determine the sponsor’s requirements of you in connection with the
applicable sweepstakes, contest or promotion.



10. Third Party Links and Content



(a) There may be links from the Sites, or communications you receive from the
Sites, to third party web sites or our Sites may include third party content
that we do not control, maintain or endorse. Accessing those third party sites
requires you to leave the Sites. We do not control those third party sites or
any of the content contained therein and you expressly acknowledge and agree
that we are in no way responsible or liable for any of those third party sites,
including, without limitation, their content, policies, failures, promotions,
products, services, actions and/or any damages, losses, failures or problems
caused by, related to or arising from those third parties or their sites. YOUR
CORRESPONDENCE AND BUSINESS DEALINGS WITH OTHERS FOUND ON OR THROUGH THE SITES,
INCLUDING, WITHOUT LIMITATION, THE PAYMENT AND DELIVERY OF PRODUCTS AND
SERVICES, AND ANY TERMS, CONDITIONS, WARRANTIES AND REPRESENTATIONS ASSOCIATED
WITH ANY SUCH DEALINGS, ARE SOLELY BETWEEN YOU AND THE THIRD PARTY. EMERALD
ENCOURAGES YOU TO REVIEW ALL POLICIES, RULES, TERMS AND REGULATIONS, INCLUDING
THE PRIVACY POLICIES AND TERMS OF USE OF EACH AND ANY THIRD PARTY SITE THAT YOU
VISIT. EMERALD DISCLAIMS ANY HARM THAT MAY RESULT FROM YOUR CHOICE TO USE ANY
THIRD PARTY SERVICES, INCLUDING, BUT NOT LIMITED TO, THIRD PARTY SERVICES HOSTED
ON THE SITE WHICH MAY ASK TO ACCESS, AND MAY RETAIN, YOUR PERSONAL INFORMATION.
YOU AGREE THAT YOUR USE OF THIRD PARTY SERVICES IS AT YOUR OWN RISK.

(b) Third-Party Advertisements, Services and Offers. Your interactions with
organizations and/or individuals that advertise on the Sites or that are found
on or through the Sites, including payment and delivery of goods or services,
and any other terms, conditions, warranties or representations associated with
such dealings, are solely between you and such organizations and/or individuals.
You should make whatever investigation you feel necessary or appropriate before
proceeding with any online or offline transaction with any of these third
parties. You agree that Emerald is not responsible or liable for any loss or
damage of any sort incurred as the result of any such dealings or for the
content of any offer, coupon, advertisement, solicitation or other material
provided by any third party on the Sites. If there is a dispute between
participants on the Sites, or between any Site user and any third party, you
understand and agree that Emerald is under no obligation to become involved.
Please use common sense when interacting with other users of the Sites or third
parties who provide advertisements or other material posted on the Sites. Be
careful to verify the legitimacy of any offer or proposed transaction. Be wary
of requests to wire funds, to provide your bank account number or to provide a
cashier’s check or money order.



11. Linking Policy



Emerald grants you the revocable permission to link to the Sites; provided,
however, that your web site, or any third party web sites that link to the
Sites: (a) must not frame or create a browser or border environment around any
of the content on the Sites or otherwise mirror any part of the Sites; (b) must
not imply that Emerald or the Sites are endorsing or sponsoring it or its
products, unless Emerald has given its prior written consent; (c) must not
present false information about, or disparage, tarnish, or otherwise, in
Emeralds’ sole opinion, harm Emerald or its products or services; (d) must not
use any Emerald trademarks without the prior written permission from Emerald ;
(e) must not contain content that could be construed as distasteful, offensive
or controversial or otherwise objectionable (in Emeralds’ sole opinion); and (f)
must be owned and controlled by you or the person or entity placing the link, or
otherwise permit you to enable such link subject to these Terms. By linking to
the Sites, you agree that you do and will continue to comply with the above
linking requirements. Notwithstanding anything to the contrary contained in
these Terms, Emerald reserves the right to prohibit linking to the Sites for any
reason, in our sole and absolute discretion, even if the linking complies with
the requirements described above.



12. Mobile

(a) Mobile Features. The Sites may offer features and services that are
available to you via your mobile phone. These features and services may,
include, without limitation, the ability to upload content to the Sites, receive
messages from the Sites, download applications to your mobile phone or access
the Sites’ features (collectively, the “Mobile Features”). Standard messaging,
data and other fees may be charged by your carrier to participate in Mobile
Features. Fees and charges will appear on your mobile bill or be deducted from
your pre-paid balance. Your carrier may prohibit or restrict certain Mobile
Features and certain Mobile Features may be incompatible with your carrier or
mobile device. Contact your carrier with questions regarding these issues.

(b) Terms of Mobile Features. You agree that the Mobile Features for which you
are registered may send communications to your mobile device. Further, we may
collect information related to your use of the Mobile Features. If you have
registered for Mobile Features, you agree to notify Emerald of any changes to
your mobile number and update your account on the Sites to reflect this change.



13. Copyright Complaints

(a) DMCA. Emerald respects the intellectual property of others, and we ask our
users and visitors to do the same. You may not use the Sites for any purpose or
in any manner that infringes the rights of any third party. In accordance with
the Digital Millennium Copyright Act of 1998 (the “DMCA”) (text at
http://www.copyright.gov), Emerald has a designated agent for receiving notices
of copyright infringement and we follow the notice and take down procedures of
the DMCA. We have a policy of terminating the accounts of users who (in our
reasonable discretion) are repeat infringers.

(b) Procedure. If you believe that your work has been copied in a way that
constitutes copyright infringement, please provide Emerald ’ copyright agent the
following information required by the Online Copyright Infringement Liability
Limitation Act of the DMCA, 17 U.S.C. § 512. Please be advised that to be
effective, the Notice must include ALL of the following:

(a) a physical or electronic signature of a person authorized to act on behalf
of the owner of an exclusive right that is allegedly infringed;
(b) identification of the copyright work claimed to have been infringed, or, if
multiple copyrighted works at a single online site are covered by a single
notification, a representative list of such works at that site;
(c) identification of the material that is claimed to be infringing or to be the
subject of infringing activity and information reasonably sufficient to permit
us to locate the material;
(d) information reasonably sufficient to permit us to contact the complaining
party;
(e) a statement that the complaining party has a good-faith belief that use of
the material in the manner complained of is not authorized by the copyright
owner, its agent, or the law; and
(f) a statement that the information in the notification is accurate, and under
penalty of perjury, that the complaining party is authorized to act on behalf of
the owner of an exclusive right that is allegedly infringed.

Notices of claimed copyright infringement should be directed to:

By mail:
Legal Department
Attn: Copyright – Notice of Infringement
Emerald X, LLC
31910 Del Obispo, Suite 200
San Juan Capistrano, CA 92675, U.S.A

By Email: copyright@emeraldx.com

(For email notices, please include “Notice of Infringement” in the subject
line.)

Upon receipt of notices complying with the DMCA, Emerald will act to remove or
disable access to any material found to be infringing or found to be the subject
of infringing activity and will act to remove or disable access to any reference
or link to material or activity that is found to be infringing.

It is often difficult to determine if your intellectual property rights have
been violated. We may request additional information before we remove any
infringing material. If a dispute develops as to the correct owner of the rights
in question, we reserve the right to remove your content along with that of the
alleged infringer pending resolution of the matter.

(c) IMPORTANT NOTE: THE PRECEDING INFORMATION IS PROVIDED EXCLUSIVELY FOR
NOTIFYING EMERALD THAT YOUR COPYRIGHTED MATERIAL MAY HAVE BEEN INFRINGED. ALL
OTHER INQUIRIES, SUCH AS PRODUCT OR SERVICE RELATED QUESTIONS AND REQUESTS, OR
QUESTIONS ON PRIVACY, WILL NOT RECEIVE A RESPONSE THROUGH THIS PROCESS.



14. Your Warranties

You represent and warrant that: (i) you have the legal right and capacity to
enter into these Terms in your jurisdiction where you reside and to comply with
these Terms; (ii) all information you provide to Emerald is true, accurate,
complete and current; and (iii) you hold and will continue to hold all rights
necessary to enter into and perform your obligations under these Terms. You also
agree that you will be responsible for obtaining and maintaining all modem,
telecommunications equipment, computer hardware, wireless devices and other
equipment needed for access to and use of the Sites and you will be responsible
for all charges related thereto.



15. Disclaimer of Warranties

(a) THE SITES, INCLUDING, WITHOUT LIMITATION, THE MATERIALS, ARE PROVIDED ON AN
“AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT
PERMISSIBLE BY LAW, EMERALD AND ITS PARENT, SUBSIDIARIES OR AFFILIATES AND EACH
OF THEIR EMPLOYEES, DIRECTORS, OFFICERS, MEMBERS, SHAREHOLDERS, AGENTS, VENDORS,
AND CONTRACTORS (COLLECTIVELY, THE “EMERALD PARTIES”) MAKE NO REPRESENTATIONS OR
WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO:
(A) THE SITES; (B) THE MATERIALS ON OR PROVIDED THROUGH THE SITES; (C) THE
DOWNLOADABLE ITEMS; (D) USER CONTENT; (E) THE FUNCTIONS MADE ACCESSIBLE ON OR
THROUGH THE SITES; (F) ANY PRODUCTS, SERVICES OR INSTRUCTIONS OFFERED OR
REFERENCED AT THE SITES; AND/OR (G) SECURITY ASSOCIATED WITH THE TRANSMISSION OF
INFORMATION TRANSMITTED TO OR FROM EMERALD OR VIA THE SITES. IN ADDITION, THE
EMERALD PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING,
WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM
INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.

(b) THE EMERALD PARTIES DO NOT REPRESENT OR WARRANT THAT THE SITES OR THE
FUNCTIONS CONTAINED THEREIN WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS
WILL BE CORRECTED; OR THAT THE SITES OR THE SERVER THAT MAKES THE SITES
AVAILABLE ARE FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION,
VIRUSES OR OTHER MALWARE. THE EMERALD PARTIES DO NOT MAKE ANY REPRESENTATIONS OR
WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SITES IS
ACCURATE, COMPLETE, CORRECT, ADEQUATE, USEFUL, TIMELY, RELIABLE OR OTHERWISE.
THE EMERALD PARTIES DO NOT WARRANT THAT YOUR USE OF THE SITES IS LAWFUL IN ANY
PARTICULAR JURISDICTION, AND THE EMERALD PARTIES SPECIFICALLY DISCLAIM SUCH
WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED
OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO THE EXTENT SUCH
JURISDICTION’S LAW IS APPLICABLE TO THESE TERMS.

(c) BY ACCESSING OR USING THE SITES, YOU REPRESENT AND WARRANT THAT YOUR
ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SITES.



16. Disclaimers/Limitation of Liability

(a) LIMITATIONS OF LIABILITY. UNDER NO CIRCUMSTANCES WILL THE EMERALD PARTIES BE
LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT
LIMITATION, FOR ANY DIRECT, INDIRECT, ECONOMIC, EXEMPLARY, SPECIAL, PUNITIVE,
INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES THAT ARE DIRECTLY OR INDIRECTLY
RELATED TO (i) THE SITES; (ii) THE MATERIALS; (iii) THE DOWNLOADABLE ITEMS; (iv)
USER CONTENT; (v) YOUR USE OF, INABILITY TO USE, OR THE PERFORMANCE OF THE
SITES; (vi) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE EMERALD
PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR USE OF THE SITES; (vii)
ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY
OWNERS; (viii) ANY ERRORS OR OMISSIONS IN THE SITES’ TECHNICAL OPERATION; OR
(ix) ANY DAMAGE TO ANY USER’S COMPUTER, HARDWARE, COMPUTER SOFTWARE, WIRELESS
DEVICES, CELLULAR PHONE, MODEM OR OTHER EQUIPMENT OR TECHNOLOGY, INCLUDING,
WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS,
TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR
TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER
MALFUNCTION, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF
GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE
OR MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF THE EMERALD PARTIES HAVE BEEN
ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN
AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR TORT (INCLUDING, WITHOUT
LIMITATION, WHETHER CAUSED, IN WHOLE OR IN PART, BY NEGLIGENCE, ACTS OF GOD,
TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE SITES). IN NO EVENT
WILL THE EMERALD PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE OR
INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. IN NO EVENT
WILL THE EMERALD PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR
CAUSES OF ACTION EXCEED: (1) THE AMOUNT PAID BY YOU TO US FOR YOUR USE OF THE
SITES OR PURCHASE OF PRODUCTS VIA THE SITES; OR (2) ONE HUNDRED UNITED STATES
DOLLARS ($100.00 USD), WHICHEVER IS GREATER.

THE FOREGOING LIMITATIONS SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY
REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN
CONNECTION WITH THE SITES OR ANY LINKS ON THE SITES, AS WELL AS BY REASON OF ANY
INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE
SITES OR ANY LINKS ON THE SITES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING
ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. BECAUSE SOME
JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, OR
THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL
DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

YOUR ACCESS TO AND USE OF THE SITES IS AT YOUR RISK. IF YOU ARE DISSATISFIED
WITH THE SITES OR ANY OF THE MATERIALS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO
DISCONTINUE ACCESSING AND USING THE SITES OR THE MATERIALS.

(b) WAIVER OF UNKNOWN CLAIMS. BY ACCESSING THE SITES, YOU UNDERSTAND THAT YOU
MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR
UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE
READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF
THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE, WHICH PROVIDES
AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES
NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE
RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER
SETTLEMENT WITH THE DEBTOR.”



17. Indemnification

You agree to defend (if requested by Emerald ), indemnify and hold harmless the
Emerald Parties from and against any and all claims, damages, losses, costs,
investigations, liabilities, judgments, settlements and expenses, including
attorneys’ fees, that directly or indirectly arise from or are otherwise
directly or indirectly related to: (a) User Content; (b) your use of the Sites
or activities in connection with the Sites, and/or the use of the Sites by any
other person using your user account(s); (c) your breach or anticipatory breach
of these Terms; (d) your violation of any laws, rules, regulations, codes,
statutes, ordinances or orders of any governmental and quasi-governmental
authorities, including, without limitation, all regulatory, administrative and
legislative authorities; (e) information or material transmitted through your
computer or other device used to access the Sites, even if not submitted by you,
that infringes, violates or misappropriates any copyright, trademark, trade
secret, trade dress, patent, publicity, privacy or other right of any person or
defames any person; (f) any misrepresentation made by you; or (g) the Emerald
Parties’ use of your information. You will cooperate as fully required by the
Emerald Parties in the defense of any claim. Notwithstanding the foregoing, the
Emeralds’ Parties retain the exclusive right to settle, compromise and pay any
and all claims, demands, proceedings, suits, actions or causes of action which
are brought against them herein under the terms and provisions of this Section.
The Emerald Parties reserve the right to assume the exclusive defense and
control of any matter otherwise subject to indemnification by you, and you will
not in any event settle any claim without the prior written consent of a duly
authorized employee of the Emerald Parties.



18. Termination and Modifications

(a) Termination. Emerald reserves the right to terminate your access to and use
of the Sites at any time, in its sole discretion, without notice and liability,
including, without limitation, if Emerald believes your conduct fails to conform
with these Terms. We may also block your access to our Sites in the event that
you (a) breach these Terms, (b) we are unable to verify or authenticate any
information you provide to us, or (c) we believe that your actions may cause
financial loss or legal liability for you, our users, or us. Emerald also
reserves the right to investigate suspected violations of these Terms,
including, without limitation, any violation arising from any e-mails you send
to the Sites or Emerald . Any violation, or potential violation, of these Terms
may be referred to law enforcement authorities.

(b) Modifications. Emerald reserves the exclusive right to modify, withdraw,
suspend or discontinue, temporarily or permanently, at any time and from time to
time, any Materials available on the Sites, without limitation, in whole or in
part, including the cessation of all activities associated with the Sites, with
or without notice. You agree that Emerald will not be liable to you or to any
third party for any modification, suspension or discontinuance of the Sites or
any part thereof.

(c) What happens upon Termination? Upon termination of your access to the Sites,
or upon demand from Emerald , all rights granted to you under these Terms will
cease immediately, and you agree that you will: (a) immediately discontinue use
of the Sites, including links to the Sites; and (b) destroy all Materials
obtained from the Sites and all related documentation. The following sections
shall survive termination of these Terms: 1, 3, 4, 7, 8, 10, and 13-22.



19. Location of Sites

The information provided on the Sites is not intended for distribution to or use
by any person or entity in any jurisdiction or country where such distribution
or use would be contrary to law or regulation or which would subject Emerald to
any registration requirement within such jurisdiction or country. Emerald
controls and operates the Sites from offices located in the United States and
makes no representations or warranties that the information, products or
services contained on the Sites are appropriate for use or access in other
locations. Anyone using or accessing the Sites from other locations does so on
his or her own initiative and is responsible for compliance with United States
and local laws regarding online conduct and acceptable content, if and to the
extent such local laws are applicable. We reserve the right to limit the
availability of the Sites and/or the provision of any content, program, product,
service or other feature described or available thereon to any person,
geographic area, or jurisdiction, at any time and in our sole discretion, and to
limit the quantities of any such content, program, product, service or other
feature that we provide.



20. Governing Law, Arbitration and No Class Actions

(a) GOVERNING LAW. THESE TERMS AND THE INTERPRETATION OF THESE TERMS WILL BE
GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF
CALIFORNIA, WITHOUT REGARD TO ITS CONFLICTS OF LAWS PRINCIPLES AND SPECIFICALLY
WILL NOT BE GOVERNED BY THE UNITED NATIONS CONVENTIONS ON CONTRACTS FOR THE
INTERNATIONAL SALE OF GOODS, IF OTHERWISE APPLICABLE.

(b) ARBITRATION. YOU UNDERSTAND AND AGREE THAT ALL CLAIMS, DISAGREEMENTS,
DISPUTES OR CONTROVERSIES BETWEEN YOU AND ANY EMERALD PARTIES, AND THEIR
OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AGENTS, PARENTS, AFFILIATES,
SUBSIDIARIES AND/OR RELATED COMPANIES ARISING OUT OF OR RELATING TO THE SITES,
THE USE OR ACCESS THEREOF, OR THESE TERMS SHALL BE RESOLVED BY FINAL AND BINDING
ARBITRATION, WHICH MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR
CAUSE OF ACTION ARISES. BECAUSE THE SITES PROVIDED TO YOU BY EMERALD CONCERN
INTERSTATE COMMERCE, THE FEDERAL ARBITRATION ACT (“FAA”) GOVERNS THE
ARBITRABILITY OF ALL DISPUTES. HOWEVER, APPLICABLE FEDERAL OR STATE LAW MAY ALSO
APPLY TO THE SUBSTANCE OF ANY DISPUTES. THE ARBITRATION SHALL TAKE PLACE IN LOS
ANGELES, CALIFORNIA. THE ARBITRATION SHALL BE ADMINISTERED BY THE AMERICAN
ARBITRATION ASSOCIATION (“AAA”) IN ACCORDANCE WITH TITLE 9 OF THE US CODE
(UNITED STATES ARBITRATION ACT) UNDER THE AAA’S COMMERCIAL DISPUTE RESOLUTION
PROCEDURES AS SUPPLEMENTED BY THE SUPPLEMENTARY PROCEDURES FOR CONSUMER-RELATED
DISPUTES (AND AS STATED THEREIN, IF THERE IS A DIFFERENCE BETWEEN THE COMMERCIAL
DISPUTE RESOLUTION PROCEDURES AND THE SUPPLEMENTARY PROCEDURES, THE
SUPPLEMENTARY PROCEDURES WILL BE USED). YOU AND WE VOLUNTARILY AND KNOWINGLY
WAIVE ANY RIGHT YOU OR WE HAVE TO A JURY TRIAL.

(c) NO CLASS ACTIONS. NEITHER YOU NOR WE SHALL BE ENTITLED TO JOIN OR
CONSOLIDATE CLAIMS IN ARBITRATION BY OR AGAINST OTHER USERS/CONSUMERS OR
ARBITRATE ANY CLAIM AS A REPRESENTATIVE OR MEMBER OF A CLASS OR IN A PRIVATE
ATTORNEY GENERAL CAPACITY.



21. Updates to Terms
Emerald reserves the right to modify or add to these Terms or any Additional
Terms from time to time. (“Updated Terms”). You agree that we may notify you of
the Updated Terms by posting them on the Sites so that they are accessible via a
link on the home page of the Sites, and that your use of the Sites after we have
posted the Updated Terms (or engaging in such other conduct as we may reasonably
specify) constitutes your agreement to the Updated Terms. Therefore, you should
review these Terms and any Additional Terms from time to time, and before using
the Sites. The Updated Terms will be effective upon reasonable notice after
posting, or such later date as may be specified in the Updated Terms.



22. Miscellaneous

The failure of Emerald to act with respect to a breach of these Terms by you or
others does not constitute a waiver and will not limit Emeralds’ rights with
respect to such breach or any subsequent breaches. No waiver by Emerald of any
of these Terms will be of any force or effect unless made in writing and signed
by a duly authorized officer of Emerald. Neither the course of conduct between
the parties nor trade practice will act to modify these Terms. Emerald may
assign its rights and duties under these Terms to any party at any time without
any notice to you. These Terms may not be assigned by you without Emeralds’
prior written consent. If any provision of these Terms will be unlawful, void,
or for any reason unenforceable, then that provision will be deemed severable
from these Terms and will not affect the validity and enforceability of any
remaining provisions. The Section titles are inserted only as a matter of
convenience and have no legal or contractual effect. You agree that these Terms
will not be construed against Emerald by virtue of having drafted them.

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