This is an agreement ("Agreement") between you and TutorLeads, Inc. (or, if applicable based on where you live, one of its affiliates) ("Visual"). This Agreement governs your use of any Web site or Web page operated by TutorLeads (each, a "TutorLeads Web Site," and collectively, the "TutorLeads Web Sites"). You represent that you are at least 18 years of age and have attained the age of majority in the province, state or country in which you reside, and any information that you submit is correct.

   TUTORLEADS OFFERS THE TUTORLEADS WEB SITES TO YOU CONDITIONED ON YOUR ACCEPTANCE WITHOUT MODIFICATION OF THIS AGREEMENT. YOUR USE OF THE TUTORLEADS WEB SITES CONSTITUTES YOUR ACCEPTANCE OF THIS AGREEMENT.

   THIS AGREEMENT CONTAINS DISCLAIMERS OF WARRANTIES AND LIABILITY (See Sections 9, 10, and 11) AND AN EXCLUSIVE REMEDY (See Section 10). THESE PROVISIONS FORM AN ESSENTIAL BASIS OF OUR BARGAIN.

   TutorLeads reserves the right to change the terms, conditions, and notices under which it offers the TutorLeads Web Sites, including any charges associated with the use of the TutorLeads Web Sites. You are responsible for regularly reviewing these terms, conditions and notices, and any additional terms posted on any TutorLeads Web Site. Your continued use of the TutorLeads Web Sites after the effective date of such changes constitutes your acceptance of and agreement to such changes.

   Any TutorLeads Web Site may itself contain additional terms (for example, codes of conduct or guidelines) that further govern use of that TutorLeads Web Site, including without limitation, particular features or offers (for example, sweepstakes). If any terms contained in this Agreement conflict with any terms contained within a TutorLeads Web Site, then the terms in this Agreement shall control.

   The TutorLeads Web Sites are only for your personal use. You will not use the TutorLeads Web Sites in any way that is unlawful, or harms TutorLeads, its affiliates, resellers, distributors, service providers and/or suppliers (each, a " TutorLeads Party" and collectively, the " TutorLeads Parties") or any customer of a TutorLeads Party, as determined in TutorLeads' sole discretion. TutorLeads may tell you about certain specific harmful uses in a code of conduct or other notices available through a TutorLeads Web Site, but has no obligation to do so. You may not use the TutorLeads Web Sites in any way that breaches any code of conduct, policy or other notice applicable to the TutorLeads Web Sites. Without limiting the generality of this section, you may not use the TutorLeads Web Sites in any manner that could damage, disable, overburden, or impair any TutorLeads Web Site (or the network(s) connected to any TutorLeads Web Site) or interfere with any other party's use and enjoyment of the TutorLeads Web Sites.

   For materials you post or otherwise provide to TutorLeads related to the TutorLeads Web Sites (a "Submission"), you grant TutorLeads permission to (1) use, copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, modify, translate and reformat your Submission, each in connection with the TutorLeads Web Sites, and (2) sublicense these rights, to the maximum extent permitted by applicable law. TutorLeads will not pay you for your Submission. TutorLeads may remove your Submission at any time. For each Submission, you represent that you have all rights necessary for you to make the grants in this section. To the maximum extent permitted by applicable law, TutorLeads may monitor your e-mail, or other electronic communications and may disclose such information in the event it has a good faith reason to believe it is necessary for purposes of ensuring your compliance with this Agreement, and protecting the rights, property, and interests of the TutorLeads Parties or any customer of a TutorLeads Party.

   Your use of any software associated with the TutorLeads Web Sites will be governed by the terms and conditions of the end user license agreement accompanying such software. If you receive any software that is not accompanied, then TutorLeads grants to you a non-exclusive, revocable, personal, non-transferable license to use such software solely in connection with the TutorLeads Web Sites and in accordance with this Agreement. TutorLeads reserves all rights to such software not expressly granted to you in this Agreement. Such software is protected by copyright and other intellectual property laws and treaties. TutorLeads or its suppliers own the title, copyright, and other intellectual property rights in such software, and such software is licensed, not sold. You will not disassemble, decompile, or reverse engineer, such software, except and only to the extent that such activity is expressly permitted by applicable law. TutorLeads may automatically check your version of such software and may automatically download upgrades to such software to your computer to update, enhance and further develop the TutorLeads Web Sites.

   TutorLeads and its suppliers do not warrant or guarantee the accuracy or timeliness of any information available from the TutorLeads Web Sites including stock quotes, even if such information appears in any e-mail, pager, cell phone or other alerts available through the TutorLeads Web Sites. TutorLeads and its suppliers do not authorize the use of information available from the TutorLeads Web Sites including stock quote or other financial information, for any purpose other than your personal use, and prohibit to the maximum extent allowable the resale, redistribution, and use of this information for commercial purposes. TutorLeads is not a broker/dealer or registered investment advisor under United States federal securities law or securities laws of other jurisdictions, and does not advise individuals as to the advisability of investing in, purchasing or selling securities or other financial products or services. Nothing contained in the TutorLeads Web Sites constitute an offer or solicitation to buy or sell any security. TutorLeads does not endorse or recommend any particular product or service, including financial products or services. Nothing contained in the TutorLeads Web Sites is intended to constitute professional advice, including but not limited to, investment or tax advice.

   TUTORLEADS PROVIDES THE TUTORLEADS WEB SITES "AS IS," "WITH ALL FAULTS" AND "AS AVAILABLE," AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TUTORLEADS PARTIES MAKE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED. THE TUTORLEADS PARTIES DISCLAIM ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS, STATUTORY AND IMPLIED, INCLUDING WITHOUT LIMITATION (1) WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, ACCURACY, TITLE, QUIET ENJOYMENT, NO ENCUMBRANCES, NO LIENS AND NON-INFRINGEMENT, (2) WARRANTIES OR CONDITIONS ARISING THROUGH COURSE OF DEALING OR USAGE OF TRADE, AND (3) WARRANTIES OR CONDITIONS THAT ACCESS TO OR USE OF THE TUTORLEADS WEB SITES WILL BE UNINTERRUPTED OR ERROR-FREE. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE FACE OF THIS AGREEMENT.

   IN NO EVENT WILL ANY TUTORLEADS PARTY BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF, BASED ON, OR RESULTING FROM THIS AGREEMENT OR YOUR USE OF THE TUTORLEADS WEB SITES, EVEN IF SUCH TUTORLEADS PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION OF DAMAGES UNDER SECTION 10 IS INDEPENDENT OF YOUR EXCLUSIVE REMEDY AND SURVIVES IN THE EVENT SUCH REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR IS OTHERWISE DEEMED UNENFORCEABLE. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER THE DAMAGES ARISE FROM (1) BREACH OF CONTRACT, (2) BREACH OF WARRANTY, (3) NEGLIGENCE, OR (4) ANY OTHER CAUSE OF ACTION, TO THE EXTENT SUCH EXCLUSION AND LIMITATIONS ARE NOT PROHIBITED BY APPLICABLE LAW. IF YOU ARE DISSATISFIED WITH THE TUTORLEADS WEB SITES, YOU DO NOT AGREE WITH ANY PART OF THIS AGREEMENT, OR YOU HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST ANY TUTORLEADS PARTY WITH RESPECT TO THIS AGREEMENT OR THE TUTORLEADS WEB SITES, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE MSN WEB SITES.

   THE TUTORLEADS PARTIES MAY CHANGE THE TUTORLEADS WEB SITES OR DELETE FEATURES IN ANY WAY, AT ANY TIME AND FOR ANY REASON. As you use the TutorLeads Web Sites, you should expect to receive, access or use information, materials, graphics, software, data and content (collectively, "Content") originated by TutorLeads and persons other than TutorLeads (any such person is referred to as a "Third Party"). WITHOUT LIMITING THE GENERALITY OF SECTIONS 9 AND 10, YOU ACKNOWLEDGE AND AGREE THAT THE TUTORLEADS PARTIES ARE NOT RESPONSIBLE OR LIABLE FOR (1) ANY CONTENT, INCLUDING WITHOUT LIMITATION, ANY INFRINGING, INACCURATE, OBSCENE, INDECENT, THREATENING, OFFENSIVE, DEFAMATORY, TORTIOUS, OR ILLEGAL CONTENT, OR (2) ANY THIRD PARTY CONDUCT, TRANSMISSIONS OR DATA. IN ADDITION, WITHOUT LIMITING THE GENERALITY OF SECTIONS 9 AND 10, YOU ACKNOWLEDGE AND AGREE THAT TUTORLEADS IS NOT RESPONSIBLE OR LIABLE FOR (1) ANY VIRUSES OR OTHER DISABLING FEATURES THAT AFFECT YOUR ACCESS TO OR USE OF THE TUTORLEADS WEB SITES, (2) ANY INCOMPATIBILITY BETWEEN THE TUTORLEADS WEB SITES AND OTHER WEB SITES, SERVICES, SOFTWARE AND HARDWARE, (3) ANY DELAYS OR FAILURES YOU MAY EXPERIENCE IN INITIATING, CONDUCTING OR COMPLETING ANY TRANSMISSIONS OR TRANSACTIONS IN CONNECTION WITH THE TUTORLEADS WEB SITES IN AN ACCURATE OR TIMELY MANNER, OR (4) ANY DAMAGES OR COSTS OF ANY TYPE ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF ANY SERVICES AVAILABLE FROM THIRD PARTIES THOUGH LINKS CONTAINED ON THE TUTORLEADS WEB SITES. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN SECTIONS 9, 10 AND 11 OF THIS AGREEMENT APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND ARE NOT INTENDED TO DEPRIVE YOU OF ANY MANDATORY PROTECTIONS PROVIDED TO YOU UNDER APPLICABLE LAW.

   TutorLeads may terminate this Agreement, or terminate or suspend your access to the TutorLeads Web Sites at any time, with or without cause, with or without notice. Upon such termination or suspension, your right to use the TutorLeads Web Sites will immediately cease. UPON SUCH TERMINATION OR SUSPENSION, ANY INFORMATION YOU HAVE STORED ON THE TUTORLEADS WEB SITES MAY NOT BE RETRIEVED LATER.

   If this Agreement is with TutorLeads Corporation, claims for enforcement, breach or violation of duties or rights under this Agreement will be adjudicated under the laws of the State of California, without reference to conflict of laws principles. If this Agreement is with a TutorLeads affiliate, claims for enforcement, breach or violation of duties or rights under this Agreement will be adjudicated under the laws of the place of incorporation for such TutorLeads affiliate, without reference to conflict of laws principles. All other claims, including, without limitation, claims under or for violation of consumer protection laws, unfair competition laws, and in tort, will be adjudicated under the laws of your state of residence in the United States, or, if you reside outside the United States, under the laws of the country to which the subject TutorLeads Web Sites are directed. If this Agreement is with TutorLeads Corporation, you hereby irrevocably consent to the exclusive jurisdiction and venue of state or federal courts in Orange County, California, USA in all disputes arising out of or relating to the use of the TutorLeads Web Sites. If this Agreement is with a TutorLeads affiliate, you hereby consent to the exclusive jurisdiction and venue of the courts located in the place of incorporation for such TutorLeads affiliate in all disputes arising out of or relating to the use of the TutorLeads Web Sites.

   If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect. TutorLeads may assign this Agreement, in whole or in part, at any time with or without notice to you. You may not assign this Agreement, or assign, transfer or sublicense your rights, if any, in the TutorLeads Web Sites. Except as expressly stated herein, this Agreement constitutes the entire agreement between you and TutorLeads with respect to the TutorLeads Web Sites and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and TutorLeads with respect to the TutorLeads Web Sites. The section titles in the Agreement are solely used for the convenience of the parties and have no legal or contractual significance.

   YOU AND TUTORLEADS AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE TUTORLEADS WEB SITES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

   All contents of the TutorLeads Web Sites are Copyright © 2009 TutorLeads, Inc. and/or its suppliers, Orange County, CA. U.S.A. All rights reserved.

   TutorLeads and TutorLeads logo (person-link), and/or other TutorLeads products and services referenced herein may also be either trademarks or registered trademarks of TutorLeads in the United States and/or other countries. The names of actual companies and products mentioned herein may be the trademarks of their respective owners. The example companies, organizations, products, domain names, e-mail addresses, logos, people, places and events depicted herein are fictitious. No association with any real company, organization, product, domain name, e-mail address, logo, person, places or events is intended or should be inferred. Any rights not expressly granted herein are reserved.

   Certain software used in certain TutorLeads Web Sites servers is based in part on the work of Colbridge. Copyright © 2009 Colbridge Technologies, Inc. All rights reserved.

   "TUTORLEADS" software used in TutorLeads Web Sites servers is copyright © 2009 Colbridge Technologies, Inc. All rights reserved.

   Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to Service Provider's Designated Agent. ALL INQUIRIES NOT RELEVANT TO THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE. See Notice and Procedure for Making Claims of Copyright Infringement.