TERMS AND CONDITIONS

You must read and agree to these terms and conditions before you can further access materials at the site which you joined. Please read them carefully.

1. This website is owned and operated by: standardirect.com. The parties to this Agreement are you, a visitor to standardirect.com ("You"), and standardirect.com ("Company"). For good and valuable consideration, the sufficiency of which is hereby acknowledged by You and the Company, and by further accessing or otherwise using services available at standardirect.com , You hereby agree to be bound by all the terms and conditions set forth in this agreement (the "Agreement"). Subject to the terms and conditions set forth in this Agreement, the Company agrees to provide to You nonexclusive and revocable access to the standardirect.comweb site. This Agreement is subject to change by Company at any time, and changes are effective upon notice to You by e-mail, posting at or via hyperlink to standardirect.com , or by mail.
   
2. YOU HEREBY AFFIRM AND WARRANT THAT YOU ARE CURRENTLY OVER THE AGE OF EIGHTEEN YEARS AND ARE CAPABLE OF LAWFULLY ENTERING INTO THIS AGREEMENT.
   
3. You acknowledge and agree that all materials contained at standardirect.comare proprietary and constitute valuable intellectual property. You acknowledge and agree that as such, You may only access, view, download, receive and otherwise use the materials available at standardirect.com only as authorized by the Company. You agree that You shall at no time access, view, download, receive or otherwise use, or cause or enable others to access, view, download, receive or otherwise use materials, directly or indirectly in places which the Company does not authorize such access, viewing, downloading, receipt or other use. You hereby acknowledge and agree that no materials from any parts of standardirect.com are authorized, and no materials are intended, by the Company to be accessed, viewed, downloaded or used by, or transmitted, broadcast or otherwise disseminated to any person or entity located in any and all areas designated as PROHIBITED AREAS below. You agree that any and all unauthorized access, viewing, downloading, receipt, duplication or other use of materials from standardirect.com , in which You are directly or indirectly involved, including, but not limited to accessing, viewing, downloading, receiving or other use of materials in PROHIBITED AREAS in any manner shall constitute intentional infringement(s) of standardirect.com 's and potentially others' intellectual property rights and other rights in such materials and shall further constitute violations of standardirect.com 's trademark and other rights, including, but not limited to, rights of privacy.
   
   You agree to be personally liable and fully indemnify standardirect.com for any and all damages directly, indirectly and/or consequentially resulting from my attempted or actual unauthorized downloading or other duplication of materials from standardirect.com alone, or with or under the authority of, any other person(s), including, without limitation, any governmental agency(ies), wherein such damages include, without limitation, all direct and consequential damages directly or indirectly resulting from unauthorized downloading of materials from standardirect.com including, but not limited to, damages resulting from loss of revenue, loss of property, fines, attorney's fees and costs, including, without limitation, damages resulting from prosecution and/or governmentally imposed seizure(s), forfeiture(s), and/or injunction(s).
   
4. Some or all of the following fees and charges may be incurred by the Visitor: a. fees and/or charges for goods and services ordered at, through and/or from standardirect.com or its licensees.
   
5. You hereby authorize standardirect.com to charge your credit card for approved services, access, and/or goods purchased by you.
6. Access to standardirect.com may be terminated at any time, and without cause by Company. You agree to be personally liable for all charges incurred by You during or through the use of standardirect.com . Your liability for such charges shall continue after termination of Your aces to standardirect.comfor any reason.
   
7. Subject to the terms and conditions set forth herein, standardirect.com hereby grants You a limited, non-exclusive and non-transferrable license to use graphic files, audio files, video files, text, hyperlinks, interlinks, search engines, and other software associated with authorized visitor use of standardirect.comwhich Company provides ("Materials") during the period in which Your access to standardirect.com is authorized by the Company. You may use the Materials only in accordance with the terms and conditions set forth herein, only on one computer at a time and, if downloadable copies of the Materials are made available by standardirect.com , You may make only a single copy of such Materials for Your personal use and enjoyment. You may not remove any propriety notices from Materials at any time. You may make no use of Materials not expressly authorized herein or by prior express written authorization from Company. Prohibited uses, include, without limitation:
   1. permitting other individuals to directly or indirectly use the Materials;
      
   2. modifying, translating, reverse engineering, decompiling, disassembling the Materials (except to the extent applicable laws specifically prohibit such restriction);
      
   3. making copies or creating derivative works based on the Materials except as provided herein;
      
   4. renting, leasing, or transferring any rights in the Materials;
      
   5. removing any proprietary notices or labels on the Materials; and
      
   6. making any other use of the Materials. This license does not grant You any rights to any software enhancements or updates of any kind.
      
   Except for public domain material or material otherwise licensed to Company for electronic dissemination, all Materials displayed at or otherwise available through standardirect.com are proprietary, and, except for initial downloading, may not be copied, redistributed, or downloaded, in whole or in part, without the prior written authorization of Company. All editions of standardirect.com, and all Materials and other matter used directly or indirectly in, at, by, through and/or with standardirect.com are protected by the copyright laws of the United States, international copyright treaties and other laws and regulations. All rights are reserved. All intellectual property and other rights in and to the Materials and other matter at standardirect.com shall at all times remain in Company, its parent(s), subsidiary(ies), licensee(s) and assign(s). All intellectual property and other rights in and to any intellectual property content accessed through the Materials is the property of the applicable content owner, which may be the Company, its parent(s), subsidiary or subsidiaries, licensee(s) and assign(s), or others, and may be protected by applicable copyright and/or other laws. The limited and non-exclusive license granted to You herein grants to You no rights to use such content except as set forth herein. This license will immediately terminate automatically if You fail to comply with the limitations described herein, breach any other provision of this Agreement, cease, for any reason, to be a visitor in good standing, or are notified of its termination by the Company or its authorized agent(s). You agree that upon such termination, You will immediately destroy all copies of the Materials in Your possession.
   
8. You agree that Materials and all other services provided to You by Company are provided on an "AS IS" basis, without warranties of any kind, including without limitation the warranties of merchantability, fitness for a particular purpose and non-infringement. The entire risk as to the quality and performance of the Materials and all services provided by Company is borne by You. Should the Materials or any other service provided by Company prove defective and/or cause any damage to Your computer or inconvenience to You, You, and not Company, assume the entire cost and all damages which may result from any and all such defects. This disclaimer of warranty constitutes an essential part of the Agreement. Some states do not allow exclusions of an implied warranty, so this disclaimer may not apply to You and You may have other legal rights that vary from state to state or by jurisdiction. Under no circumstances and under no cause of action or legal theory, shall Company, its suppliers, licensees, resellers, or other Visitors, or their suppliers, licensees, resellers or Visitors be liable to You or any other person for any indirect, special, incidental, or consequential damages of any character including, without limitation, damages for loss goodwill, work stoppage, computer failure or malfunction, or any and all other commercial damages resulting from any use of Materials or other use of standardirect.com .
   
9. Company does not screen or endorse advertisements or communications submitted to standardirect.com by third-party licensees, advertisers, or visitors for electronic dissemination through standardirect.com . You are therefore advised to use your own judgment to evaluate all advertisements and other communications available at or through the use of standardirect.com prior to purchasing goods and/or services described at standardirect.com or otherwise responding to any communication at standardirect.com .
   
10. Any liability of Company, including without limitation any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, alteration of, or use of records, whether for breach of contract, tortious behavior, negligence, or under any other cause or action, shall be strictly limited to ten dollars ($10.00). Some states do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to You.
    
11. Company is not liable for damages resulting from disseminating, failing to disseminate, or incorrectly or inaccurately disseminating any Materials, data, advertisement or other communication at or through standardirect.com.
    
12. No warranty is made by Company regarding any information, services, Materials or products provided through or in connection with the standardirect.com , and Company hereby expressly disclaims any and all warranties, including without limitation: 1) any warranties as to the availability, accuracy, or content of Materials, information, products, or services; 2) any warranties of merchantability or fitness for a particular purpose. Some states do not allow the exclusion of implied warranties, so the above exclusion may not apply to You.
    
13. All materials included at standardirect.com are for the private use by visitors only. No other uses are intended by the Company and any other use is strictly prohibited.
    
14. If the Company should at any time provide any service which enables visitors to communicate with or otherwise share information with other visitors or persons providing any kind or service to visitors, You agree not to submit, publish, display, disseminate, or otherwise communicate any defamatory, inaccurate, abusive, threatening, offensive, or illegal material while connected to or otherwise directly or indirectly using standardirect.com or other services provided to You by Company. Transmission of such material or any material that violates any federal, state, or local law in the United States or anywhere else in the world, is strictly prohibited and shall constitute a material breach of this Agreement entitling Company to immediately terminate all rights to access to standardirect.com . You are solely responsible for all information which You submit, publish, display, disseminate or otherwise communicate through standardirect.com even if a claim should arise after termination of service. If the Company provides any such service described herein, You agree that all messages and other communications by You shall be deemed to be readily accessible to all other Visitors who are authorized to access standardirect.com and agree that all such messages and other communications shall not be deemed to be private or secure. Regardless of whether the Company provides any type of service described herein, You agree that You have hereby been informed and noticed that any and all messages and other communications which You submit to Company directly or through standardirect.com can be read by the operators and/or other agents of Company, whether or not they are the intended recipient(s).
    
15. standardirect.com is not affiliated with any other company. No inference of association or affiliation with, or endorsement by any company or organization is intended or should be inferred.
    
16. standardirect.com agrees to refund the full purchase membership price if dissatified with the standardirect.com. Written notification must be recieved within 7 days before next billing cycle.
    
17. This Agreement contains the entire agreement between You and Company regarding Your use of standardirect.com , and all materials directly and indirectly related thereto. This Agreement supersedes all prior written and oral understandings, writings, and representations and may only be amended upon notice by Company. This Agreement shall be governed by and construed under the laws of the State of New Jersey and the United States as applied to agreements between New Jersey state residents entered into and to be performed within the State of New Jersey, except as governed by Federal law. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. You hereby consent and stipulate to the jurisdiction of the Courts of the State of New Jersey and the United States District Court, Central District of New Jersey, Western Division. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. Unless otherwise explicitly stated, the provisions of this Agreement shall survive its termination.
    

YOU HEREBY AFFIRM THAT YOU HAVE READ THIS ENTIRE AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS BY CLICKING ON THE JOIN BUTTON AND BY AUTHORIZING THE USE OF YOUR CREDIT CARD FOR PAYMENT OF CHARGES AND FEES FOR GOODS AND/OR SERVICES OBTAINED AT OR THROUGH standardirect.com .

CLICK THE JOIN BUTTON TO INDICATE THAT YOU HAVE READ THE MEMBERSHIP AGREEMENT IN ITS ENTIRETY, UNDERSTAND ITS TERMS, CONSENT TO ALL THE TERMS AND CONDITIONS SET FORTH IN THE MEMBERSHIP AGREEMENT, REPRESENT AND WARRANT THAT YOU ARE CURRENTLY OVER THE AGE OF 18 YEARS.

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