WEB SITE TERMS OF SERVICE Your use of this Web Site and online services contained therein is subject to the following Terms of Service. Please read them carefully. 1. ACCEPTANCE OF TERMS OF SERVICE This online service (the "Service") is provided by Opa Locka Hialeah Flea Market ("We" or "Opa Locka Hialeah Flea Market") to the person and/or entity using the Service ("You" or "Your") under these Terms of Service (the "Terms") and any operating rules or policies that may be published from time to time by Opa Locka Hialeah Flea Market. Together with any other written contract or written Statement of Understanding, the Terms comprise the entire agreement between You and Opa Locka Hialeah Flea Market and supersedes all prior agreements between the parties regarding the subject matter contained herein. YOU AGREE TO READ THE TERMS CAREFULLY BEFORE USING THE SERVICE. By using this service you accept to allow Opa Locka Hialeah Flea Market Inc, and/or its subsidiary companies to gather information such as, but not limited to, IP addresses, time of connections and browsers or any other software used to access the information contained on any of the servers or systems that provide the service. Further you acknowledge that this information can and will be used to track the way the software is used. Use of the Service signifies that You have read the Terms and accept them. If You do not agree to the Terms, do not use the Service and any such use is unauthorized. 2. DESCRIPTION OF SERVICE The Service provides You with a capability to review, perform and/or complete certain functions related to Commercial / Residential loans ("Loans"). 3. USE OF THE SERVICE You agree: To comply with all applicable laws, regulations and requirements. You also agree to comply with all rules, policies and procedures of the applicable guarantors and lenders. To comply with the information transfer protocols established from time to time by Opa Locka Hialeah Flea Market. That, by Your electronic transmission of the Loan information via the Service, You are making any and all certifications required by applicable laws, regulations or guarantor requirements and that such electronic certifications have the same force and effect as a manually signed certification. You agree that parties which whom You authorize to print Loan applications will have the right to print "signature on file" or other similar guarantor-mandated text on the hard copy on which such certification is required. If required by a guarantor or government agency, or at our request, You agree to provide written certification in hard copy form. To use the Service only for purposes authorized by Opa Locka Hialeah Flea Market and to comply with current versions of the rules and procedures issued by Opa Locka Hialeah Flea Market concerning the use of the Service. To take necessary steps to adequately document and duplicate all of Your files and data. We will not be responsible for the cost of reconstructing files or data lost or destroyed. If You are an educational institution, lender or guarantor, that We may publish Your name as a "Participating Entity/Institution". That despite our reasonable security measures, We cannot guarantee that electronic communications over the Internet will be 100% secure. You agree to use the data encryption tool that is built into the Service or another data encryption tool that is mutually agreed upon by You and Opa Locka Hialeah Flea Market. That You will make no adjustment or modifications to the Service without prior approval of Opa Locka Hialeah Flea Market. To use a web browser version that We support in conjunction with Service. You represent and warrant that all information You furnish in connection with Your use of the Service is accurate, complete and current to the best of Your knowledge and belief and meets all requirements of all applicable laws and regulations. If You are an educational institution, lender or guarantor, You represent and warrant that You are an eligible and participating entity/institution under the applicable laws, regulations and rules associated with the particular government sponsored and/or private loan programs under which the Loans are made, including without limitation, the Higher Education Act of 1965, as amended. You are responsible for installing any products furnished by third party suppliers that are necessary to access the Service. We will provide reasonable assistance according to our then current policies and procedures. We will use data transmitted through the Service for purposes related to the processing and servicing of Loans. We may also use the data for other purposes, provided the proposed usage does not violate applicable laws and regulations or any confidentiality obligations. If you are a borrower, please see the Opa Locka Hialeah Flea Market Privacy policy, which is incorporated by reference into these Terms, for the details of Opa Locka Hialeah Flea Market's commitment to your privacy. You acknowledge that the Service does not include equipment, software or communication line access. You will, at Your expense, be responsible for acquiring and maintaining all equipment, software and communication access necessary for You to use the Service. In the event that Opa Locka Hialeah Flea Market makes available to You, and You elect to set up, an arrangement (the "Link Arrangement") whereby Opa Locka Hialeah Flea Market allows You to establish a hypertext link from Your Web Site to certain Opa Locka Hialeah Flea Market web pages that are a part of or related to this Opa Locka Hialeah Flea Market Web Site (the "Opa Locka Hialeah Flea Market Web Pages"), the following terms and conditions, in addition to all of the other terms and conditions set forth in the Terms, shall apply: You will place the hypertext links, any content and any domain names, trademarks, service marks, trade dress, logos, and the like (collectively, "Marks") provided to You by Opa Locka Hialeah Flea Market on mutually agreed upon locations on Your Web Site that will allow users of Your Web Site to connect directly to the Opa Locka Hialeah Flea Market Web Pages. You, at Your own expense, shall build, operate and host Your Web Site, including the portion of Your Web Site that contains such hypertext links and content. All such links and content shall be subject to the prior review and approval of Opa Locka Hialeah Flea Market in its sole discretion. Opa Locka Hialeah Flea Market hereby grants to You, for the duration of the Link Arrangement, a worldwide, nonexclusive, royalty-free, non-sublicensable, non-transferable license to use, reproduce and display the content and any Marks provided to You by Opa Locka Hialeah Flea Market on the mutually agreed upon locations on Your Web Site for the sole purpose of the Link Arrangement. In the event that You and Opa Locka Hialeah Flea Market mutually agree to co-brand or private label the Opa Locka Hialeah Flea Market Web Pages with Your Marks, You hereby grant to Opa Locka Hialeah Flea Market, for the duration of the Link Arrangement, a worldwide, nonexclusive, royalty-free, non-sublicensable, non-transferable license to use, reproduce and display Your Marks and any other content provided by You to Opa Locka Hialeah Flea Market in connection therewith on the Opa Locka Hialeah Flea Market Pages. As between You and Opa Locka Hialeah Flea Market, each party owns and retains all right, title and interest in its respective Web Sites, content and Marks and all materials related to the foregoing, including without limitation, all intellectual property rights therein. For purposes of this provision, the Opa Locka Hialeah Flea Market Web Pages (with the exception of any of Your Marks placed thereon) are deemed to be part of Opa Locka Hialeah Flea Market's Web Site. Without limiting the immediately foregoing provision, You hereby assign to Opa Locka Hialeah Flea Market all right, title and interest in the content and Marks provided to You by Opa Locka Hialeah Flea Market, together with the goodwill attaching thereto, that may inure to You in connection with this Link Arrangement. You represent and warrant that You have all necessary rights in and to the content and Marks provided by You to Opa Locka Hialeah Flea Market in connection with this Link Arrangement for use within the scope of this Link Arrangement. The Link Arrangement may be cancelled by either You or Opa Locka Hialeah Flea Market at any time. The Link Arrangement is deemed to be a part of the defined term "Service" as used in the Terms. 4. MODIFICATIONS TO SERVICE OR TERMS Opa Locka Hialeah Flea Market reserves the right to modify or discontinue, temporarily or permanently, the Service for any reason, at its sole discretion, with or without notice to You. Opa Locka Hialeah Flea Market likewise may change the terms and conditions of the Terms from time to time with or without notice to You. Any amendment shall be effective immediately with or without notice. 5. SECURITY/CONFIDENTIALITY You acknowledge and agree that the Service is, and shall at all times remain, the sole and exclusive property of Opa Locka Hialeah Flea Market, our affiliates and/or our licensors and that Opa Locka Hialeah Flea Market and/or our affiliates (or our licensors) are the sole and exclusive owner of all rights to the Service, including any copyrights and all related renewals and extensions. You agree that the Service is proprietary and confidential and that You will not authorize or permit its contents to be conveyed or in any manner communicated or used by any third party or to be duplicated or reproduced without our prior written approval. Your right to use the Service is personal to You. You agree to use the Service solely for Your internal business purposes and not to use the Service for commercial purposes. You agree not to sell, resell, or exploit for any commercial purposes, the Service or use of or access to the Service or any information or technology obtained from the Service. Links to and from the Service do not constitute an endorsement by Opa Locka Hialeah Flea Market. You will maintain confidentiality concerning any confidential or proprietary information which You access through the Service and You will protect such information from unauthorized disclosure. Your use of information accessed through the Service for standard business practices related to Loan applications transmitted by You will not be considered a violation of this confidentiality obligation. If You are an educational institution, lender or guarantor, (i) You will only assign user id's for the Service to those authorized users at Your entity/institution who have a need to access the Service, and (ii) user id's, passwords and/or access codes to the Service shall not be shared by Your users or disclosed to any other persons. You will restrict unauthorized users from gaining access to the Service. You are responsible for maintaining the confidentiality of Your passwords and for any and all activities that occur under Your passwords or accounts. You agree to immediately notify Opa Locka Hialeah Flea Market of any unauthorized use of Your account or any other breach of security known to You. You will take feasible steps to prevent transmission over the Service of any virus or other software routine designed or likely to permit unauthorized access to the Service or to disable, erase or otherwise harm any software, hardware or data accessible over the Service. You will ensure that Your agents, contractors and employees comply with the obligations of this section. The confidentiality obligations of this section will survive the termination of Your use of the Service. If You are an educational institution, You agree to counsel and instruct Your employees that they may not disclose to unauthorized persons any individually identifiable information with respect to any borrower or loan to which You or Your employees have access as a result of Your work with the records of Opa Locka Hialeah Flea Market under the Service. If You are an educational institution, lender or guarantor, You agree to provide Your employees with reasonable instructions and training on the proper use and care of the Service. You agree to be solely responsible for Your actions and the contents of Your transmission through the Service. 6. DISCLAIMER OF WARRANTIES YOU EXPRESSLY AGREE THAT USE OF THE SERVICE AND ANY MATERIALS OR INFORMATION PROVIDED IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. Opa Locka Hialeah Flea Market EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Opa Locka Hialeah Flea Market MAKES NO WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES Opa Locka Hialeah Flea Market MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICE OR THAT DEFECTS IN THE SOFTWARE USED IN THE SERVICE WILL BE CORRECTED. Opa Locka Hialeah Flea Market MAKES NO WARRANTY REGARDING ANY SERVICES OBTAINED THROUGH THE SERVICE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE SERVICE. Opa Locka Hialeah Flea Market ASSUMES NO RESPONSIBILITY FOR THE DELETION OR FAILURE TO STORE ANY DATA OR OTHER INFORMATION PROVIDED BY YOU ON THE SERVICE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. 7. LIMITATION OF LIABILITY Opa Locka Hialeah Flea Market SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR ACTUAL DAMAGES, EVEN IF Opa Locka Hialeah Flea Market HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. 8. INDEMNIFICATION You will reimburse us for all damages (including court costs and reasonable attorneys fees) caused by the negligence or willful misconduct of You or Your employees or agents including, but not limited to, failure to maintain borrower confidentiality, the sending of any borrower or loan information over the Internet without encryption, or breach of any representation, warranty or covenant herein. 9. TERMINATION You agree that Opa Locka Hialeah Flea Market may terminate Your password(s), account(s) or use of the Service at Opa Locka Hialeah Flea Market's discretion for any reason. 10. NOTICE All notices to a party shall be in writing and shall be made either via email or conventional mail. In addition, Opa Locka Hialeah Flea Market may post notices or links to notices through the Service to inform You of changes to the Terms, the Service, or other matters of importance. 11. PROPRIETARY RIGHTS TO CONTENT You acknowledge and agree that content, including but not limited to text, software, music, sound, photographs, video, graphics or other material contained in sponsor advertisements or other information presented to You through the Service ("Content") is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. You are only permitted to use this Content as expressly authorized by Opa Locka Hialeah Flea Market or the Service, and You may not copy, reproduce, distribute, or create derivative works from this Content without express authorization. 12. GENERAL If the individual user is using the Service on behalf of an educational institution, lender, guarantor or any other entity, the following terms shall apply: The individual user represents and warrants that he or she is a duly authorized representative of such educational institution, lender, guarantor or other entity, and has the requisite authority to accept the Terms on behalf of such educational institution, lender, guarantor or other entity. As such, the term "You" and "Your" shall be deemed to include such educational institution, lender, guarantor or other entity. You represent and warrant that (i) You have the corporate power to accept the Terms and perform Your obligations hereunder, (ii) the acceptance of the Terms by use of the Service creates a legal, valid and binding agreement between You and Opa Locka Hialeah Flea Market, enforceable against You in accordance with terms hereof, (iii) the acceptance of the Terms and performance of Your obligations hereunder will not violate any of Your constating documents or any agreement to which You are a party or any applicable law. The Terms and the relationship between You and Opa Locka Hialeah Flea Market shall be governed by the laws of the Commonwealth of Florida without regard to its conflict of law provisions. You and Opa Locka Hialeah Flea Market agree to submit to the personal and exclusive jurisdiction and venue of the state and federal courts located within Miami Dade County, Florida. The failure of Opa Locka Hialeah Flea Market to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the Terms must be filed by You within one (1) year after such claim or cause of action arose or be forever barred. In no event shall We be liable for damages caused by third parties not under our control or by other causes beyond our reasonable control, including, but not limited to, damages caused by third party telecommunications service providers. The section titles in the Terms are for convenience only and have no legal or contractual effect. © Copyright 2010 Opa Locka Hialeah Flea Market and/or its affiliated entities. All rights reserved.