CONFIDANT SOLUTIONS INC. TERMS OF SERVICE
EFFECTIVE DATE: November 1, 2009

THESE TERMS OF SERVICE, AS AMENDED FROM TIME TO TIME AND AS INCORPORATING THE CONFIDANT PRIVACY POLICY AVAILABLE AT WWW.CONFIDANTSOLUTIONS.COM (COLLECTIVELY, THE "TERMS OF SERVICE" OR THE "AGREEMENT"), COMPRISE A LEGAL AGREEMENT BETWEEN CONFIDANT SOLUTIONS, INC. AND ITS SUBSIDIARIES AND/OR AFFILIATES (COLLECTIVELY, "CONFIDANT,") AND YOU ("YOU"). YOU MUST READ AND AGREE TO THE TERMS OF SERVICE, INCLUDING THE PRIVACY POLICY, BEFORE USING THE CONFIDANT WEBSITE AND/OR ANY WEB-BASED PRODUCTS AND/OR WEB-BASED SERVICES OWNED, OPERATED, LICENSED AND/OR CONTROLLED BY CONFIDANT (COLLECTIVELY, THE "CONFIDANT SERVICES"). PLEASE READ THESE TERMS CAREFULLY. BY USING THE CONFIDANT SERVICES, YOU AGREE TO THE TERMS OF SERVICE. IF YOU DO NOT AGREE WITH THESE TERMS, YOU MAY NOT ACCESS OR OTHERWISE USE THE CONFIDANT SERVICES.

You are responsible for regularly reviewing the Terms of Service as the Terms of Service may be modified at any time without prior notice. All such modifications will be effective immediately upon posting. The most current version of the Terms of Service can be reviewed at the Confidant website, at www.confidantsolutions.com. If You are dissatisfied with any modification to the Terms of Service, Your only remedy is to terminate Your use of the Confidant Services, as described in Section of the Terms of Use. Your continued use of the Confidant Services after a change or update has been made to the Terms of Service constitutes Your acceptance of such change or update.

You may not use the Confidant Services unless You are at least 13 years of age and are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. If You are under 18, You may not use the Confidant Services unless You first get permission from a parent or legal guardian. In consideration of Your use of the Confidant Services, You represent that You are at least 13 and are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction, and if You are under 18, that You have obtained Your parent’s or legal guardian’s permission to use the Confidant Services.

To use the Confidant Services, You may be required to create a user Account ("Account"). If You create an Account, You agree to provide Confidant current, complete, true and accurate information.

If You create an Account, You may be asked to choose a password and a user name. You agree that You will not use a user name which, in the sole discretion of Confidant, (a) substantially infringes the legal rights of others, including, but not limited to, by comprising or being substantially similar to a trademark or service mark, whether registered or not; (b) is offensive, vulgar, obscene, hateful, or racially, ethnically or otherwise objectionable; (c) is associated with another person, including but not limited to a celebrity or other well-known person or a Confidant representative, or (d) in any way violates these Terms of Service.

You are responsible for maintaining the confidentiality of Your Confidant Account password, and are responsible for all activities that occur under Your Account, whether or not authorized by You. You agree to immediately notify Confidant of any unauthorized use of Your password or Account or any other breach of security. In addition, You agree to exit from Your Account at the end of each session.

You acknowledge and agree that You (and not Confidant) are responsible for obtaining and maintaining all telecommunications, broadband, and computer hardware, equipment, and services needed to access and use any service provided by Confidant, and paying all charges related thereto. You also acknowledge that You are responsible for obtaining and maintaining Your access to any web site through which You access Confidant Services.

Confidant may terminate and/or suspend Your access to the Confidant Services or terminate or suspend Your Account, for any reason or no reason. In the event of termination, Your Account will be disabled and You may not be granted access to Your Account or any files or other content contained in Your Account. Confidant will not be liable to You or to any third party for any termination of Your access to the Confidant Services.

You agree to pay all fees or charges incurred in association with Your Account, including taxes, in accordance with these Terms of Service and in accordance with the posted billing terms that are in effect at the time that any fees or charges are incurred. Unless otherwise indicated, all prices are in US Dollars and do not include Internet service provider, telephone, and other connection charges. Some Confidant Services may be offered on a subscription basis ("Subscriptions"). Unless otherwise stated in writing by Confidant, Subscriptions will automatically be renewed upon expiration until cancelled in accordance with the billing terms that are in effect at the time that the subscription is renewed. Subscriptions can be cancelled at any time by accessing the Account Information page within the Confidant Service.

You represent to Confidant that You are an authorized user or an authorized Account holder of the chosen method of payment used to pay all fees You incur plus all applicable taxes. YOU ARE FULLY LIABLE FOR ALL CHARGES TO YOUR ACCOUNT.

ALL PURCHASES, INCLUDING SUBSCRIPTION RENEWALS, ARE FINAL, AND SHALL UNDER NO CIRCUMSTANCES BE REFUNDABLE, TRANSFERABLE, OR EXCHANGEABLE, INCLUDING, WITHOUT LIMITATION, UPON TERMINATION OF YOUR CONFIDANT ACCOUNT, TERMINATION OF THIS TERMS OF SERVICE, CANCELLATION OF RECURRING BILLING FOR A SUBSCRIPTION TO CONFIDANT SERVICES, AND/OR DISCONTINUATION OF ANY OR ALL OF THE CONFIDANT SERVICES.

For information about our privacy practices, please see our Privacy Policy on the Confidant website at www.confidantsolutions.com. By using the Confidant Services, You acknowledge and agree that Confidant may access, preserve, and disclose Your information as provided in the Privacy Policy and if required to do so by law or in a good faith belief that such access, preservation, or disclosure is reasonably necessary to: (a) satisfy any applicable law, regulation, legal process, or governmental request, (b) enforce these Terms of Service, including investigation of potential violations hereof, (c) detect, prevent, or otherwise address fraud, security or technical issues (including, without limitation, the filtering of spam), (d) respond to user support requests, or (e) protect the rights, property, or safety of Confidant, its users, and the public. Confidant will not be responsible or liable for the exercise or non-exercise of Confidant’s rights under the Terms of Service.

Confidant is the owner and/or authorized user of any and all trademarks, registered trademarks and/or service marks appearing in association with the Confidant Services, and is the copyright owner or licensee of the content and/or information provided in association with the Confidant Services. You may not download, save, and/or save a copy of any of the material provided in association with the Confidant Services except that You may download, save, or print a copy of any material to which You have properly gained access, solely for Your personal, non-commercial use, provided that You keep all copyright or other proprietary notices intact. Except for the use described in the preceding sentence, Confidant does not grant You any license or other authorization to use its trademarks, registered trademarks, service marks, or other copyrightable material or other intellectual property appearing in association with the Confidant Services.

You agree that Confidant has no responsibility or liability for deletion or failure to store any information You provide in association with Your use of the Confidant Services, or for any breach of Confidant security, whether caused by Your action or inaction, Confidant’s action or inaction, or a third party’s action or inaction, that allows any data You have provided to Confidant to become known to anyone else.

You agree not to resell or to offer for resale any portion of the Confidant Services, use of the Confidant Services, or access to the Confidant Services.

Confidant reserves the right at any time to modify or discontinue, temporarily or permanently, the Confidant Services (or any part thereof) with or without notice. You agree that Confidant shall not be liable to You or to any third party for any modification, suspension or discontinuance of the Confidant Services.

The Confidant Services may be supported by advertising revenue and may display advertisements and promotions for various third-parties. The manner, mode and extent of third-party advertising on Confidant Services are subject to change. You agree that Confidant shall not be responsible or liable for any loss or damage of any sort incurred by You as a result of the presence of advertisements on the Confidant Services or as a result of Your interaction with third-party advertisers on the Confidant Services.

You acknowledge that Confidant may contact You to offer You opportunities to receive solicitations from third party entities. Confidant does not control or endorse any such entities, and any offer it may make to You regarding such entities is not to be construed in any way as a warranty, endorsement, guaranty or representation concerning that entity or any goods or services offered by that entity. Your dealings with any other entities promoted on or through the Confidant Services, including any other terms, conditions, warranties or representations associated with such dealings, are solely between You and such other entity. You agree that Confidant shall not be responsible or liable for any loss or damage of any kind incurred as the result of any such dealings or as the result of the promotion of such other entities as part of the Confidant Services.

Confidant may provide links to other web sites or online resources. Because Confidant has no control over such sites and resources, You acknowledge and agree that Confidant is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable, directly or indirectly, for any content, advertising, products, or other materials on or available from such sites or resources, or any purchases or other transactions made through such sites or resources. You further acknowledge and agree that Confidant does not endorse, and shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.

You agree that Your use of third party web sites and resources, including without limitation Your use of any content, information, data, advertising, products, or other materials on or available through such web sites and resources, is at Your own risk and may be subject to the terms and conditions applicable to such sites and resources.

The Confidant Services may contain e-mail services, bulletin board services, chat areas (text and voice), instant messaging, blogs, social networks, news groups, forums, communities, personal web pages, calendars, photo albums, file cabinets and/or other message or communication facilities through which You may be able to display or post information, messages, and material that other users, web site visitors or other third parties will be able to view (collectively the "Communication Services").

You agree to use the Communication Services only to post, transmit or otherwise make available information, messages and materials that are in accordance with the rules of conduct set forth herein. Confidant reserves the right to terminate or suspend Your access to any or all of the Communication Services at any time, without notice, for any reason or for no reason.

Confidant neither endorses nor is responsible for any opinion, advice, information, or statements made by web sites users, visitors or other third parties via the Communications Services. You acknowledge that communications by users are not controlled or endorsed by Confidant, and that such communications shall not be considered reviewed, screened or approved by Confidant. Under no circumstances will Confidant, or its employees, officers, directors, shareholders, agents, representatives or affiliates, be liable for any loss or damage caused by Your reliance on such information, messages or materials. The opinions expressed via the Communications Services reflect solely the opinions of the individuals who submitted such opinions, and may not reflect the opinions of Confidant. In addition Confidant shall have no liability for any damages resulting from, the use (including without limitation republication) or misuse by any third party of information voluntarily made public through the Communications Services.

You acknowledge and agree that Confidant has the right, but not the obligation, to, at its discretion: (i) monitor any information, message or material transmitted via the Communications Services; (ii) alter, remove, or refuse to post or allow to be posted or stored any such information, message or material ; (iii) monitor and/or filter any of Your communications through the Communications Services; and/or (iv) disclose any information, message or material or any communication through the Communications Services, and the circumstances surrounding the transmission thereof, to any third party in order to operate the web site; to protect Confidant and its sponsors, employees, officers, directors, shareholders, agents, representatives and affiliates, and the Confidant’s users and visitors; to comply with legal obligations or governmental requests; to enforce this Terms of Service; or for any other reason or purpose.

You acknowledge and agree that information, messages and material You post, transmit or otherwise make available via the Communications Services are public and not private communications, and that You have no expectation of privacy concerning Your use of the Communications Services, and that such information may be seen and used by others and result in unsolicited communications to You; therefore, Confidant strongly encourages You not to disclose any personal information via the Communications Services. Confidant is not responsible for information that You post, transmit or otherwise make available via the Communications Services. If You choose to make any of Your personally identifiable or other information available via the Communications Services, You do so at Your own risk.

While using the Communication Services You are required to comply with all applicable laws, rules and regulations. In addition, we expect users of the Communication Services to respect the rights and dignity of others. Your use of the Communication Services is conditioned on Your compliance with the rules of conduct set forth in this section; if Confidant believes or suspects that You are not in compliance with these rules of conduct, Confidant may terminate Your access to the Communication Services.

You agree not to:

A. Post, transmit, publish, upload, distribute, disseminate or otherwise make available, through or in connection with the Communication Services:

1. Anything that is or may be (a) threatening, harassing, degrading, hateful or intimidating; (b) defamatory; (c) fraudulent or tortious; (d) obscene, indecent, pornographic or otherwise objectionable; or (e) protected by copyright, trademark, trade secret, right of publicity or other proprietary right without the express prior consent of the owner of such right.

2. Any material that would give rise to criminal or civil liability; that encourages conduct that constitutes a criminal offense; or that encourages or provides instructional information about illegal activities or activities such as "hacking," "cracking," or "phreaking."

3. Any virus, worm, Trojan horse, Easter egg, time bomb, cancelbot, corrupted date, spyware, or other computer code, file, or program that is harmful or invasive or that may or is intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment.

4. Any unsolicited or unauthorized advertising, promotional material, "junk mail," "spam," "chain letter," "pyramid scheme" or investment opportunity, or any other form of solicitation.

5. Any material, non-public information about a company without the proper authorization to do so.

6. Any material that is harmful, abusive, vulgar, sexually explicit, defamatory, libelous, obscene, infringing, embarrassing, unwanted, invasive of another’s right of privacy or publicity, hateful or racially, ethnically or otherwise offensive or objectionable.

7. Any material that infringes or violates any right of a third party, including: (a) copyright, patent, trademark, trade secret or other proprietary or contractual rights; (b) right of privacy (specifically, You must not distribute another person’s personal information of any kind without their express permission) or publicity; or (c) any confidentiality obligation.

B. Use the Communication Services for any fraudulent or unlawful purpose.

C. Use the Communication Services to defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including without limitation others' privacy rights or rights of publicity, or harvest or collect personally identifiable information about users of the Communication Services.

D. Impersonate any person or entity, including without limitation any Confidant moderator or any representative of Confidant; falsely state or otherwise misrepresent Your affiliation with any person or entity in connection with the Communication Services; or express or imply that we endorse any statement You make.

E. Interfere with or disrupt the operation of the Communication Services or the servers or networks used to make the Communication Services available; or violate any requirements, procedures, policies or regulations of such networks.

F. Restrict or inhibit any other person from using the Communication Services, including without limitation by hacking or defacing any portion of the Communication Services.

G. Use the Communication Services to advertise or offer to sell or buy any goods or services for any business purpose, without Confidant’s express prior written consent.

H. Reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, any portion of, use of, or access to the Communication Services.

I. Remove any copyright, trademark or other proprietary rights notice from the Communication Services or materials originating from the Communication Services.

J. Frame or mirror any part of the Communication Services without Confidant's express prior written consent.

K. Create a database by systematically downloading and storing Communication Services content.

L. Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, "scrape," "data mine" or in any way gather Communication Services content or reproduce or circumvent the navigational structure or presentation of the Communication Services.

M. Restrict or inhibit any other user from using an enjoying the Confidant Services and/or the Communication Services, including but not limited to by disrupting the flow of chat in chat rooms with vulgar language, abusiveness, hitting the return key repeatedly, inputting excessively large images so the screen goes by too fast to read, use of excessive SHOUTING (all capital letters) in an attempt to disturb other users, spamming, or flooding (continuously posting repetitive text).

N. Attempt to get passwords, other Account information, or other private information from any other user of the Communication Services and/or the Confidant Services.

O. Make false reports to Confidant administrators.

Additionally, You acknowledge and agree that You (and not Confidant) are responsible for obtaining and maintaining all telecommunications, broadband, and computer hardware, equipment, and services needed to access and use Confidant Services and Communication Services, and paying all charges related thereto.

By providing Your email address to Confidant and subscribing to the Confidant newsletter(s), You understand You may receive periodic information regarding current and future Confidant Services. You may unsubscribe at any time by following the directions contained in each newsletter.

The Confidant Services are controlled and operated by Confidant from its offices within the United States. Confidant makes no representation that Confidant Services are appropriate or available for use in other locations. Those who choose to access the Service from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

You agree to abide by any applicable export control laws and regulations, and not to upload to the Confidant Services any data or software that cannot be exported without prior written government authorization, including, but not limited to, certain types of encryption software.

You may terminate this Agreement at any time by accessing the Account Information page within the Confidant Service and ceasing to access the Confidant Services. Confidant may terminate this Agreement at any time by providing notice to You at any contact address, electronic or otherwise, You provide when You establish an Account and closing your Account in accordance with Section 4. In the event of termination of this Agreement, either by You or by Confidant, Your Account will be disabled and You may not be granted access to Your Account or any files or other content contained in Your Account. Sections 5, 8, and 16 through 22 shall survive termination of this Agreement.

To the maximum extent allowed by law, neither Confidant nor its affiliates, subsidiaries, officers, directors, stockholders, employees, licensors, distributors, sublicensees, agents or subcontractors (collectively, the "Confidant Parties") warrant any connection to, transmission over, or results or use of, any network connection or facilities provided or failed to be provided through the Confidant Services. You are responsible for assessing Your own computer and transmission network needs, and the results to be obtained therefrom.

YOU EXPRESSLY AGREE THAT THE USE OF THE CONFIDANT SERVICES IS AT YOUR SOLE RISK. THE CONFIDANT SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS FOR YOUR USE, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, UNLESS SUCH WARRANTIES OR CONDITIONS ARE LEGALLY INCAPABLE OF EXCLUSION. CONFIDANT PROVIDES THE CONFIDANT SERVICES ON A COMMERCIALLY REASONABLE BASIS AND DOES NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING, OR THAT CONFIDANT WILL HAVE ADEQUATE CAPACITY FOR THE SERVICES AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA. THE CONFIDANT PARTIES ASSUME NO RESPONSIBILITY FOR ANY DAMAGES SUFFERED BY YOU, INCLUDING, BUT NOT LIMITED TO LOSS OF DATA, LOSS OF PRIVACY, AND/OR FINANCIAL LOSSES RESULTING FROM UNAUTHORIZED ACCESS TO YOUR ACCOUNT, DELAYS, NONDELIVERIES, ERRORS, SYSTEM DOWN TIME, MISDELIVERIES OR SERVICE INTERRUPTIONS CAUSED BY THE CONFIDANT PARTIES, OR BY YOUR OR OTHER USERS’ ERRORS AND/OR OMISSIONS.

THE DISCLAIMERS OF LIABILITY CONTAINED IN THIS SECTION APPLY TO ANY DAMAGES OR INJURY CAUSE BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF CONFIDANT SERVICES OR COMMUNICATION SERVICES, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION.

YOU ACKNOWLEDGE AND AGREE THAT TO THE MAXIMUM EXTENT PERMISSIBLE BY LAW THE CONFIDANT PARTIES ARE NOT LIABLE FOR ANY ACT OR FAILURE TO ACT BY THEM OR ANY OTHER PERSON REGARDING CONDUCT, COMMUNICATION OR CONTENT ON THE SERVICES OR USE OF THE CONFIDANT SERVICES. YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH CONFIDANT IS TO STOP USING THE CONFIDANT SERVICES, AND TO CANCEL YOUR ACCOUNT(S). IN NO CASE SHALL THE LIABILITY OF THE CONFIDANT PARTIES TO YOU EXCEED THE AMOUNT THAT YOU HAVE PAID TO CONFIDANT DURING THE PRIOR ONE (1) MONTH PERIOD FOR THE APPLICABLE SERVICES GIVING RISE TO ANY SUCH CLAIMED LIABILITY. IN NO CASE SHALL THE CONFIDANT PARTIES BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR USE OF THE CONFIDANT SERVICES OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE CONFIDANT SERVICES OR INTERACTIONS WITH CONFIDANT. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, THE LIABILITY OF CONFIDANT AND THE CONFIDANT PARTIES SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. CONFIDANT DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY THIRD-PARTY PRODUCT OR SERVICE OFFERED THROUGH THE CONFIDANT SITES AND WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

THE CONFIDANT PARTIES MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION CONTAINED IN THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED AS PART OF THE CONFIDANT SERVICES FOR ANY PURPOSE.

THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED IN ASSOCIATION WITH THE CONFIDANT SERVICES MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. THE CONFIDANT PARTIES MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE CONFIDANT SERVICES DESCRIBED IN THESE TERMS OF SERVICE AT ANY TIME WITH OR WITHOUT NOTICE TO YOU.

You agree to defend, indemnify and hold harmless Confidant and its directors, officers, employees, agents, shareholders, licensors, parent companies and representatives, from and against all claims, losses, costs and expenses (including without limitation attorneys fees) arising out of (a) Your use of, or activities in connection with Confidant Services or the Communication Services; (b) any violation of these Terms of Service by You or through Your Account or using Your screen name; or (c) any allegation that any information, messages, or materials that You make available or create through the Communication Services infringe or otherwise violate the copyright, trademark, trade secret, privacy or other intellectual property or other rights of any third party.

Notices to You may be made via posting to the Confidant web site, by email, or by regular mail, in Confidant’s discretion. Confidant may also provide notices of changes to these Terms of Service or other matters by displaying such notices or by providing links to such notices. Without limitation, You agree that a printed version of these Terms of Service and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

These Terms of Service do not, and shall not be construed to create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between You and Confidant. If any provision of these Terms of Service is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from these Terms of Service and will not affect the validity and enforceability of any remaining provision. Confidant may assign these Terms of Service, in whole or in part, at any time with or without notice to You. You may not assign, transfer or sublicense these Terms of Service or any or all of Your rights or obligations under these Terms of Service without Confidant’s express prior written consent. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof.

These Terms of Service, including the documents expressly incorporated by reference, constitute the entire agreement between You and Confidant with respect to the Services and supersede all prior or contemporaneous communications, whether electronic, oral or written, between You and Confidant with respect to the Services. You represent that You have not relied on any such communications in choosing to accept these Terms of Service.

These Terms of Service are governed by the laws of New York and You hereby submit to the exclusive jurisdiction of the courts of New York.

Confidant’s performance of this agreement is subject to existing laws and legal process, and nothing contained in these Terms of Service is in derogation of Confidant’s right to comply with governmental, court, and law enforcement requests or requirements relating to Your use of the Confidant Services or information provided to or gathered by Confidant with respect to such use.

Notwithstanding anything else in this Agreement, no default, delay or failure to perform on the part of Confidant shall be considered a breach of this Agreement if such default, delay or failure to perform is shown to be due to causes beyond the reasonable control of Confidant.

A printed version of these Terms of Service and of any notices given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Confidant’s failure to enforce at any time any of the provisions of these Terms of Service shall in no way be construed to be a present or future waiver of such provisions, nor in any way affect the right of any party to enforce each and every such provision thereafter. Any express waiver by Confidant of any provision, condition or requirement of these Terms of Services shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.

The parties hereto agree that these Terms of Service, and all correspondence and all documentation relating to these Terms of Service, be written in the English language.