Online Sourcing, LLC Terms of Use: 1. ACCEPTANCE OF TERMS OSL is a website which allows buyers and sellers to reach each other by posting information. By using OSL’s website and OSL’s services (collectively, the “Service”) in any way, you (the “User”) are agreeing to comply with this Terms of Use (the “Agreement” and/or the “Terms of Use”). Furthermore, you agree to abide by any applicable OSL rules and/or guidelines, which may change from time to time. Should you object to any of the Terms of Use in any way, your only recourse is discontinued use of the OSL websites. OSL has the right, but is not obligated, to strictly enforce the Terms of Use through (among other things) self-help, delisting, delinking, active investigation, litigation, and prosecution. 2. MODIFICATION You agree that each time you enter the OSL website, you agree to be bound by the Terms of Use, any agreements with OSL you have signed, and any changes to the Terms of Use posted to the OSL website. Where the changes in the Terms of Use conflict with the Registered User Agreement you signed, the changes and updates of the Terms of Use shall prevail. OSL may at any time revise any of its OSL Agreements it designates or this Terms of Use simply by updating the Terms of Use and/or the OSL website. You are bound by any such updates and revisions. You should visit the Terms of Use and updates to the Registered User Agreement you signed from time to time because they are binding on you. Also, certain provisions of any agreement you signed with OSL may be superseded by expressly designated legal notices or terms located on the OSL website, which may change or be updated from time to time. 3. CONTENT You agree to comply with all applicable laws, statutes, ordinances, and regulations regarding your use of OSL’s websites, and that your quoting and purchase of products and services and your posting and retrieval of information, including, without limitation, those governing unfair competition, antitrust, and false advertising. You shall not act as a conduit or intermediary for price fixing or any other anti-competitive activities. You are solely responsible for your listing, posting, messages, files, images, photos, video, sounds, or other materials (“Content”). 4. THIRD PARTY CONTENT The content found on OSL’s websites may be provided by third parties. Your interactions with organizations and/or individuals found on or through OSL’s website are solely between you and such organizations and/or individuals, and you assume all risk for these interactions. You should make whatever investigation you feel necessary or appropriate before proceeding with any of these parties. You shall fully defend, release, discharge, indemnify, and hold harmless OSL, as well as OSL’s directors, officers, members, shareholders, managers, attorneys, representatives, employees, independent contractors, or agents of any kind (the “Indemnified Parties”) from all claims in and arising out of: breach of contract; negligence; tort; strict liability; misrepresentations; fraud; defamation; copyright infringement; trademark infringement; personal injury; damage to property; and/or any type of claim, cause of action, litigation, mediation, and/or arbitration of any kind whatsoever; as well as any damages, costs, and expenses of any kind whatsoever; and all special, incidental, and/or consequential damages; and/or loss of business profits, and/or attorney’s fees, court costs and/or any other costs or expenses whatsoever which may be suffered by, accrued against, charged against, or recoverable from the Indemnified Party(ies) from any other party, including you. 5. NOTIFICATION OF CLAIMS OF INFRINGEMENT If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please notify OSL’s agent for notice of claims of copyright or other intellectual property infringement ("Agent"), at Info@onlinesourcing.net or: OnLine Sourcing, LLC, 1579 Monroe Drive, Suite F 814, Atlanta, Georgia 30324 Please provide our Agent with the following Notice: a) Identify the material on the OSL site that you claim is infringing, with enough detail so that we may locate it on the website; b) Affidavit by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; c) A statement by you declaring under penalty of perjury that: (1) the above information in your affidavit is accurate, and (2) that you are the owner of the subject matter and/or copyright interest involved or that you are authorized to act on behalf of that owner; d) Your address, telephone number, and email address; and e) Your physical signature. OSL will remove the infringing posting(s), subject to the procedures outlined in the Digital Millennium Copyright Act (DMCA). 6. PRIVACY DISCLOSURE You acknowledge and agree that OSL may, in its sole discretion, preserve or disclose your Content, as well as your information, such as email addresses, IP addresses, timestamps, and other user information, if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: comply with legal process; enforce the Terms of Use; respond to claims that any Content violates the rights of third-parties; respond to claims that contact information (e.g. phone number, street address) of a third-party has been posted or transmitted without consent or as a form of harassment; protect the rights, property, or personal safety of OSL, its users or the general public. 7. CONDUCT You agree not to post, email, link, or otherwise make available Content that is: inappropriate, illegal, infringing, unkind, hazardous, discriminating, fraudulent, offensive, litigious, false, deceptive, misleading, deceitful, junk, spam, a pyramid scheme, scam, and/or possible fraud, in the sole discretion of OSL, and/or any governmental authority, as well as not to post, email, or otherwise make available Content, that is in OSL’s and/or any governmental authority’s sole discretion: a) that is unlawful, harmful, threatening, abusive, harassing, defamatory, libelous, invasive of another's privacy, or is harmful to minors in any way; b) that is pornographic or depicts a human being engaged in actual sexual conduct including but not limited to (i) sexual intercourse, including genital-genital, oral-genital, anal-genital, or oral-anal, whether between persons of the same or opposite sex, or (ii) bestiality, or (iii) masturbation, or (iv) sadistic or masochistic abuse, or (v) lascivious exhibition of the genitals or pubic area of any person; c) that harasses, degrades, intimidates or is hateful toward an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, and/or any other reason, in OSL’s sole discretion; d) that violates the Fair Housing Act by stating, in any notice or ad for the sale or rental of any welling, a discriminatory preference based on race, color, national origin, religion, sex, familial status or handicap (or violates any state or local law prohibiting discrimination on the basis of these or other characteristics); e) that violates federal, state, or local equal employment opportunity laws, including but not limited to, stating in any advertisement for employment a preference or requirement based on race, color, religion, sex, national origin, age, or disability. f) with respect to employers that employ four or more employees, that violates the anti-discrimination provision of the Immigration and Nationality Act, including requiring U.S. citizenship or lawful permanent residency (green card status) as a condition for employment, unless otherwise required in order to comply with law, regulation, executive order, or federal, state, or local government contract. g) that impersonates any person or entity, including, but not limited to, an OSL employee, or falsely states or otherwise misrepresents your affiliation with a person or entity; (h) that includes personal or identifying information about another person, including a child, without that person's or person’s guardian’s explicit consent; i) that is false, deceptive, misleading, deceitful, misinformative, or constitutes "bait and switch"; j) that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party, or Content that you do not have a right to make available under any law or under contractual or fiduciary relationships; k) that constitutes or contains "affiliate marketing," "link referral code," "junk mail," "spam," "chain letters," "pyramid schemes," or unsolicited commercial advertisement; l) that constitutes or contains any form of advertising or solicitation if: posted in areas of the OSL sites which are not designated for such purposes; or emailed to OSL users who have not indicated in writing that it is alright to contact them about other services, products or commercial interests. m) that includes links to commercial services or web sites, except as allowed in "services"; n) that advertises any illegal service or the sale of any items the sale of which is prohibited or restricted by any applicable law, including without limitation items the sale of which is prohibited, also including, but not limited, to explosives, narcotics, illegal drugs, weapons, and counterfeit goods. o) that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software, hardware, telecommunications and/or systems or equipment; p) that disrupts the normal flow of dialogue with an excessive amount of Content (flooding attack) to the Service, or that otherwise negatively affects other users' ability to use the Service; or q) that employs misleading email addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of Content transmitted through the Service. Additionally, you agree not to: r) contact anyone who has asked not to be contacted, or make unsolicited contact with anyone for any commercial purpose; s) "stalk" or otherwise harass anyone; t) collect personal data about other users for commercial or unlawful purposes; u) use automated means, including spiders, robots, crawlers, data scrapers, data mining tools, or the like to download data from the Service - unless expressly permitted by OSL; v) post non-local or otherwise irrelevant Content, repeatedly post the same or similar Content or otherwise impose an unreasonable or disproportionately large load on our infrastructure; w) post the same item or service in more than one classified category or forum, or in more than one metropolitan area; x) attempt to gain unauthorized access to OSL computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Service or the OSL website; y) use any form of automated device or computer program that enables the submission of postings on OSL without each posting being manually entered by the author thereof (an "automated posting device"), including without limitation, the use of any such automated posting device to submit postings in bulk, or for automatic submission of postings at regular intervals; and/or z) that is unkind or lacks basic common sense. 8. LIMITATIONS OF SERVICE You acknowledge that OSL may establish, at any time, in OSL’s sole discretion, limits concerning your use of the OSL websites, including the maximum number of days that your Content will be retained by OSL, the maximum number and size of postings, email messages, or other Content that may be transmitted or stored by OSL, and the frequency with which you may access the Service. You agree that OSL has no responsibility or liability for the deletion or failure to store any Content maintained or transmitted by the Service. You acknowledge that OSL reserves the right at any time to modify or discontinue the Service (or any part thereof) to you and/or anyone else with or without notice, and that OSL shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service. 9. LIMITED TO LICENSE OSL grants you a limited, revocable, nonexclusive license to access the Service for your own personal use. This license does not include: (a) access to the Service by posting agents; or (b) any collection, aggregation, copying, duplication, display or derivative use of the Service nor any use of data scraping, data mining, robots, spiders, or similar data gathering and extraction tools for any purpose unless expressly permitted by OSL. A limited exception to (b) is provided to general purpose internet search engines and non-commercial public archives that use such tools to gather information for the sole purpose of displaying hyperlinks to OSL, provided they each do so from a stable IP address or range of IP addresses using an easily identifiable agent and comply with our robots.txt file. "General purpose internet search engine" does not include a website or search engine or other service that specializes in classified listings or in any subset of classifieds listings such as jobs, housing, for sale, services, or personals, or which is in the business of providing classified ad listing services. OSL permits you to display on your website, or create a hyperlink on your website to, individual postings on the Service. If the total number of such postings displayed or linked to on your website exceeds twenty (20) postings, your use will be presumed to be in violation of the Terms of Use, absent express permission granted by OSL to do so. You may also create a hyperlink to the home page of OSL sites so long as the link does not portray OSL, its employees, or its affiliates in a false, misleading, unkind, nonsensical, derogatory, or offensive matter, in OSL’s sole discretion. Use of the Service beyond the scope of authorized access granted to you by OSL immediately terminates said permission or license. In order to collect, aggregate, copy, duplicate, display or make derivative use of the Service or any Content made available via the Service for other purposes (including commercial purposes) not stated herein, you must first obtain a license from OSL, which may be denied for any reason. 10. PRODUCTS “AS IS” ALL PRODUCTS ARE SOLD “AS IS.” ITEMS FEATURED ON OSL BY THEIR VERY NATURE MAY BE USED, REBUILT, OR OUT-OF-DATE. THEREFORE, OSL CANNOT AND DOES NOT PROVIDE ANY WARRANTY OR GUARANTEE ON ANY ITEMS LISTED ON OSL. 11. DATA INTEGRITY User agrees to immediately update all information and properly decrement quantities and provide correct information about the age, quantity, price, and all relevant qualities pertaining to the merchandise. 12. TERMINATION OF SERVICE OSL may, in its sole discretion, without liability or reduction in price or fees, refuse any listing or advertisement or publication of any kind it deems potentially or actually: inappropriate, illegal, infringing, unkind, hazardous, fraudulent, offensive, or litigious, in OSL’s sole discretion, at any time during your use in any way of the Service, without notice to you, or if you are behind in any payments whatsoever that may be due OSL. OSL may de-list anyone that is in material breach. A “Material Breach” by user is any breach or attempted breach by User of the following Paragraphs of the Terms of Use: 1, 2, 3, 4, 5, 6, 7, 8, 9, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, and/or 23, and/or any items that are considered a Material Breach in the Registered User Agreement you signed. 13. HONESTY User hereby agrees to promptly, honestly, and accurately represent User’s identity, address, URLs, websites, information, phone numbers, email addresses, products, sales methods, product locations, product quantities, product prices, methods, product qualities, and product sources to OSL and all OSL website users. 14. PROPRIETARY RIGHTS The Service is protected to the maximum extent permitted by copyright laws and international treaties. Content displayed on or through the Service is protected by copyright as a collective work and/or compilation, pursuant to copyrights laws, and international conventions. Any reproduction, modification, creation of derivative works from or redistribution of the site or the collective work, and/or copying or reproducing the sites or any portion thereof to any other server or location for further reproduction or redistribution is prohibited without the express written consent of OSL. You further agree not to reproduce, duplicate or copy Content from the Service without the express written consent of OSL, and agree to abide by any and all copyright notices displayed on the Service. You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in the Service. Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any aspect of the Service. Although OSL does not claim ownership of content that its users post, by posting Content to any public area of the Service, you automatically grant, and you represent and warrant that you have the right to grant, to OSL an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, and distribute said Content and to prepare derivative works of, or incorporate into other works, said Content, Furthermore, by posting Content to any public area of the Service, you automatically grant OSL all rights necessary to prohibit any subsequent aggregation, display, copying, duplication, reproduction, or exploitation of the Content on the Service by any party for any purpose. 15. DISCLAIMER OF WARRANTY YOU AGREE THAT USE OF THE OSL WEBSITES AND THE SERVICE IS ENTIRELY AT YOUR OWN RISK. THE OSL WEBSITES AND THE SERVICE ARE PROVIDED ON AN "AS IS" OR "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, OSL DISCLAIMS ANY WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY, AND PERFORMANCE OF THE OSL SITE AND THE SERVICE. TO THE FULLEST EXTENT PERMITTED BY LAW, OSL DISCLAIMS ANY WARRANTIES FOR OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE OSL SITE OR THE SITES OR SERVICE, OR ACCESSED THROUGH ANY LINKS ON THE OSL SITE. TO THE FULLEST EXTENT PERMITTED BY LAW, OSL DISCLAIMS ANY WARRANTIES FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH THE OSL SITE OR THE SERVICE. Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, some of the foregoing disclaimers may not apply to you insofar as they relate to implied warranties. 16. LIMITATIONS OF LIABILITY UNDER NO CIRCUMSTANCES SHALL OSL BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF OSL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY ASPECT OF YOUR USE OF THE OSL SITE OR THE SERVICE, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE OSL SITE OR THE SERVICE, FROM INABILITY TO USE THE OSL SITE OR THE SERVICE, OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE OSL SITE OR THE SERVICE. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE OSL SITE OR THE SERVICE OR ANY LINKS ON THE OSL SITE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE OSL SITE OR THE SERVICE OR ANY LINKS ON THE OSL SITE. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. In some jurisdictions, limitations of liability are not permitted. In such jurisdictions, some of the foregoing limitation may not apply to you. 17. INDEMNITY You shall fully defend, release, discharge, indemnify, and hold harmless Company, as well as Company’s directors, officers, members, shareholders, managers, attorneys, representatives, employees, independent contractors, or agents of any kind (the “Indemnified Parties”) from all claims in and arising out of: breach of contract; negligence, tort, strict liability, defamation; copyright infringement; trademark infringement; personal injury; damage to property; and/or any type of claim, cause of action, litigation, mediation, and/or arbitration of any kind whatsoever; as well as any damages, costs, and expenses of any kind whatsoever; and all special, incidental, and/or consequential damages; and/or loss of business profits, and/or attorney’s fees, court costs and/or any other costs which may be suffered by, accrued against, charged against, or recoverable from the Indemnified Party(ies) from any other party, including You. You agree to indemnify and hold the Indemnified Parties harmless from any claim or demand, including reasonable attorney fees and court costs, made by any third party due to or arising out of Content you submit, post or make available through the Service, your use of the Service, your violation of the Terms of Use, your breach of any of the representations and warranties herein, or your violation of any rights of another. 18. TRADEMARKS AND INTELLECTUAL PROPERTY You hereby agree to use all trademarks and intellectual property in the manner granted by the owner of such intellectual property or trademark, and avoid any use not so authorized. 19. GOVERNING LAW This Terms of Use shall be interpreted in accordance with the laws of the state of Georgia without resort to its choice of law provisions. The Courts of Newton County, Georgia, or the United States District Court for the Northern District of Georgia, shall have sole and exclusive jurisdiction for purposes of legal, injunctive, and/or equitable relief, and you hereby subject yourself to said Courts’ personal jurisdiction and venue, and you hereby waive any and all defenses to such jurisdiction and venue. You hereby expressly grant to OSL the right to obtain any and all legal, injunctive, and equitable relief on any matter arising from the Agreement, or from your relationship with OSL. 20. ATTORNEY’S FEES User (and/or Registered User and/or Advertiser) shall be liable to OSL for any costs or expenses of any kind whatsoever that OSL incurs as a result of User (and/or Registered User and/or Advertiser). Users shall also be liable to all expenses of litigation, costs of collection, and O.C.G.A. §§ 13-6-9, 13-6-11, 9-15-14, and 51-7-81. 21. TERMS AND CONDITIONS The terms and conditions contained in this Terms of Use supersede all prior verbal or written understandings with the User with respect to the subject matter hereof and constitute the entire Agreement pertaining to use of the Service. In the event that a Registered User Agreement or Advertiser Agreement exists, the Registered User Agreement and Advertiser Agreement shall be in full force and updated and revised via the currently existing Terms of Use where the Registered User Agreement and Advertising Agreement are silent or contradict the Terms of Use. The Terms of Use supplement any existing agreement User may have with OSL. Updates to the Registered User Agreement and Advertising Agreement may therefore occur in the Terms of Use from time to time without notice, and without specifics or details, and the User should check back with the Terms of Use from time to time, as the User agrees to be bound by the latest rules and notices which may appear on the Terms of Use from time to time. User may not assign this Terms of Use. OSL may assign the Terms of Use without User’s consent or knowledge. 22. NOTICE Any notice required or permitted to be given hereunder OSL shall be (a) in writing, (b) effective on the first business day following the date of receipt, and (c) delivered by one of the following means: (i) by personal delivery; (ii) by prepaid, overnight package delivery or courier service; (iii) by the United States Postal Service, first class, certified mail, return receipt requested, postage prepaid; or (iv) by prepaid telecopier, telex, or other similar means of electronic communication (followed by confirmation to OSL on the same or following day by overnight delivery or by mail as aforesaid). All notices given under this Agreement shall be addressed to the names and addresses set forth at 5. 23. SCOPE OF AGREEMENT AND ASSIGNMENT The terms and conditions contained in this Agreement supersede all prior verbal or written understandings you have with OSL and its websites with respect to the subject matter hereof and constitute the entire Agreement of the Parties with respect to such subject matter. This Agreement may not be amended or modified except by OSL’s posting changes to this Agreement, or anywhere on its website, which may change from time to time, in OSL’s sole discretion. or contradict the Terms of Use. The Terms of Use supplement any existing agreement User may have with OSL. Updates to the Registered User Agreement and Advertising Agreement may therefore occur in the Terms of Use from time to time without notice, and without specifics or details, and the User should check back with the Terms of Use from time to time, as the User agrees to be bound by the latest rules and notices which may appear on the Terms of Use from time to time. User may not assign this Terms of Use. OSL may assign the Terms of Use without User’s consent or knowledge. Online Sourcing, LLC Registered User Agreement: Online Sourcing, LLC, a Georgia limited liability company (the “Company” or “OSL”), and the Registered User described below (the “Registered User”) (each a “Party” and collectively, the “Parties”) hereby agree as follows (“Agreement”): 1. REGISTERED USE Registered Use (the “Registered Use”) shall begin the date that Registered User pays $199.00 (the “Effective Date” of this Agreement). OSL may revoke the Registered Use at any time, in its sole discretion, if Registered User fails to abide by OSL rules as they may exist from time to time on the OSL website, or if Registered User breaches this Agreement or if Registered User threatens breach of this Agreement, with no reimbursement of any fees or monies to Registered User. Should the Parties omit executing a new agreement for a new Registered Use, whether for a different date, or for any other situation, then Registered User shall be subject to all terms herein, and/or the OSL Registered User Terms and Conditions that may exist at that time. At all times, Registered User shall pay to OSL all past and existing charges assessed by OSL in OSL’s sole discretion, or risk OSL’s disabling and suspending Registered User’s use for all items and/or any of OSL’s services provided to Registered User with no reimbursement of any fees or monies to Registered User. 2. FEES Registered User shall pay to OSL a monthly Registered Use fee of $199.00 (the “Fee”). Registered User shall pay interest of 1.5% per month on any unpaid balance beginning forty-five (45) days’ past due, plus all of OSL’s attorneys’ fees, copy costs, court costs, and any and all expenses incurred by OSL in connection with Registered User for any reason whatsoever including any terms and conditions of the Terms of Use, and/or to collect any amounts owed by Registered User to OSL under this Agreement or any other arrangement between the Parties. Registered User shall be also liable to OSL for any and all amounts due pursuant to O.C.G.A. §§ 13-6-9, 13-6-11, 9-15-14, and/or 51-7-81 et seq. Registered User shall also be liable to OSL for any costs or expenses whatsoever OSL incurs as a result of Registered User’s actions or inactions, including but not limited to any violation of this Agreement and/or any other Agreement with OSL. 3. TERM The term of the Registered Use shall end at any time the Registered User and/or OSL designates; however Registered User agrees to be governed by these terms, conditions, and provisions under this Agreement (as may exist in writing, or as Registered User may subject itself to by entering and clicking through the OSL website) at all times, even after the Registered Use has ended. OSL shall automatically charge the Fee monthly from the date the Registered Use began, and OSL shall bill Registered User’s credit card on file. Registered User must inform OSL within fifteen (15) days before the next billing if Registered User chooses not to renew. If Registered User does not renew, OSL shall disable and suspend Registered User’s store(s). If Registered User chooses to renew after a non-renewal, Registered User shall be charged an additional $100.00 as an administrative re-listing fee, in addition to the annual Registered Use and other fees. 4. PRICING Registered User shall include the shipping and all other costs within and as part of the price of each item listed, and Registered User hereby agrees to represent each item to the Buyer as “Free Shipping in 48 contiguous states of United States” or “Free Shipping.” Registered User hereby agrees to calculate, include and advertise the cost of shipping for each item into the prices advertised on OSL, so that potential purchaser can easily ascertain full cost of transaction. 5. COMPLIANCE WITH LAWS Registered User agrees to comply with all applicable laws, statutes, ordinances, and regulations regarding Registered User’s use of OSL’s websites, and that Registered User’s quoting and purchase of products and services and Registered User’s posting and retrieval of information (including, without limitation), those governing unfair competition, antitrust, and false advertising. Registered User shall not act as a conduit or intermediary for price fixing or any other anti-competitive activities. Registered User is solely responsible for Registered User’s listing, posting, messages, files, images, photos, video, sounds, or other materials (“Content”). 6. INDEMNIFICATION Registered User shall fully defend, release, discharge, indemnify, and hold harmless Company, as well as Company’s directors, officers, Registered Users (with “Registered Users” defined as interest holders and/or shareholders in the Company), shareholders, managers, attorneys, representatives, employees, independent contractors, or agents of any kind (the “Indemnified Parties”) from all claims in and arising out of: breach of contract; negligence, tort, strict liability, defamation; copyright infringement; trademark infringement; personal injury; damage to property; and/or any type of claim, cause of action, litigation, mediation, and/or arbitration of any kind whatsoever; as well as any damages, costs, and expenses of any kind whatsoever; and all special, incidental, and/or consequential damages; and/or loss of business profits, and/or attorney’s fees, court costs and/or any other costs which may be suffered by, accrued against, charged against, or recoverable from the Indemnified Party(ies) from any other party, including Registered User. Registered User agrees to indemnify and hold the Indemnified Parties harmless from any claim or demand, including reasonable attorney fees and court costs, made by any third party due to or arising out of Content you submit, post or make available through the Service, your use of the Service, Registered User’s violation of the Terms of Use, Registered User’s breach of any of the representations and warranties herein, Registered User’s violation of the Terms of Use, Registered User’s violation of any other agreement with OSL and/or Registered User’s violation of any rights of another. 7. LIMITATION OF LIABILITY. Registered User understands and agrees: (a) Company shall refund no monies because of any error, delay, mistake, or omission, but shall use good effort to assist Registered User with rectifying same; (b) Company assumes no responsibility other than contained within this Agreement; and (c) Registered User has a duty to make periodic reviews to ensure its Content is properly posted to the OSL website. THEREFORE, FOR MUTUAL CONSIDERATION, REGISTERED USER AGREES THAT ANY LIABILITY WHICH THE INDEMNIFIED PARTY(IES) MAY HAVE DUE TO ERRORS, DELAYS, MISTAKES, OR OMISSIONS IN THE PERFORMANCE, DEFECT, OR MALFUNCTION OF ANY SERVICES, MATERIALS, PERFORMANCES, SOFTWARE, PERSONNEL, AND/OR EQUIPMENT, SHALL NOT EXCEED THE AMOUNT OF ONE MONTH’S REGISTERED USE FEE AS DESCRIBED IN THIS AGREEMENT IN WHICH THE ERROR, DELAY, MISTAKE, OR OMISSION OCCURRED, AND THAT THE INDEMNIFIED PARTY(IES)’ COMPLETE LIABILITY SHALL BE DISCHARGED BY ABATEMENT OR RETURN OF ONE MONTH’S REGISTERED USE FEE PAID BY REGISTERED USER. FOR MUTUAL CONSIDERATION, REGISTERED USER AGREES THAT ANY LIABILITY WHICH THE INDEMNIFIED PARTY(IES) MAY HAVE DUE TO ANY AND ALL CLAIMS IN AND ARISING OUT OF: BREACH OF CONTRACT; NEGLIGENCE; TORT; STRICT LIABILITY; DEFAMATION; COPYRIGHT INFRINGEMENT; TRADEMARK INFRINGEMENT; PERSONAL INJURY; AND/OR DAMAGE TO PROPERTY; AND/OR ANY TYPE OF CLAIM, CAUSE OF ACTION, AND/OR ARBITRATION OF ANY KIND WHATSOEVER; AS WELL AS ANY DAMAGES, COSTS AND/OR EXPENSES OF ANY KIND WHATSOEVER; SPECIAL, INCIDENTAL, AND/OR CONSEQUENTIAL DAMAGES; AND/OR LOSS OF BUSINESS PROFITS, AND ATTORNEY’S FEES, COURT COSTS AND/OR ANY OTHER COSTS WHICH MAY BE SUFFERED BY, ACCRUED AGAINST, CHARGED AGAINST, OR RECOVERABLE FROM THE INDEMNIFIED PARTY(IES), SHALL NOT EXCEED THE AMOUNT OF THE MOST RECENT MONTH’S REGISTERED USE FEE PAID BY REGISTERED USER, AND SHALL BE APPORTIONED, IN COMPANY’S SOLE DISCRETION, AS A MAKE GOOD, OR AS A PERCENTAGE OF THE ACTUAL DAYS IN THE YEAR THAT THE ERROR, DELAY, MISTAKE, OR OMISSION OCCURRED SO LONG AS IT IS LESS THAN A MONTH’S REGISTERED USE, AND THAT THE INDEMNIFIED PARTY’S(IES’) COMPLETE LIABILITY SHALL BE DISCHARGED BY ABATEMENT OR RETURN OF ONE MONTH’S REGISTERED USE FEE PAID BY REGISTERED USER. IT IS AGREED THAT THE AGREEMENT IS INTENDED ONLY FOR REGISTERED USER’S OWN BENEFIT AND ANY BENEFIT TO OTHERS IS MERELY INCIDENTAL. IF ANY SERVICES WERE PROVIDED FOR FREE, THE SOLE REMEDY FOR ALL OF THE ABOVE SHALL BE A MONTH’S FREE ADVERTISING OR THE PAYMENT OF ONE MONTH’S’ FEE, TO REGISTERED USER IN OSL’S SOLE DISCRETION. THE ABOVE IS IN LIEU OF OTHER EXPRESS OR IMPLIED WARRANTIES INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 8. RESPONSIBLE PARTY The Registered User named below, along with the Responsible Party, who shall be a personal guarantor, shall have joint and several liability for this Agreement and all amounts that may be come due under this Agreement. 9. PAYMENT Registered User agrees to pay OSL IN FULL all amounts when due. No offsets or deductions shall be given. If Registered User has directed that charges under an invoice be billed to another person or organization, and if said payment is not made IN FULL when due, Registered User agrees to pay on demand all unpaid amounts due, and all costs or expenses ser forth above at 2. OSL may use offsetting, in its sole discretion, to satisfy any amounts owed by Registered User to OSL on any account. 10. LIABILITY Registered User shall be liable for OSL for any and all amounts due and owing to OSL, and all amounts due pursuant to O.C.G.A. §§ 13-6-9, 13-6-11, 9-15-14, and/or 51-7-8 et seq. Registered Users shall also be liable to OSL for any costs and/or expenses whatsoever that OSL incurs as a result of Registered User’s actions or inactions not limited to Restricted User’s violation of this Agreement, the Terms of Use and/or any other agreement with OSL. OSL may use offsetting, in its sole discretion, to satisfy any amounts owed by Registered User to OSL on any account. 11. RIGHT TO REFUSE LISTING OSL may, in its sole discretion, without liability or reduction in price or fees, refuse (as well as suspend, cancel, de-list and or de-link) any listing, advertisement, website, information, and/or publication of any kind OSL deems potentially or actually: inappropriate, illegal, infringing, unkind, hazardous, fraudulent, offensive, or litigious, in OSL’s sole discretion, at any time during the Registered Use, without notice to Registered User, or if Registered User is behind in any payments whatsoever that may be due OSL. OSL may de-list any Registered User that is in material breach. A “Material Breach” by Registered User is any breach or attempted breach by Registered User of the following Paragraphs of this Agreement: 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 20, 21, 22, 23, 24, 25, and/or 26. 12. PRODUCTS “AS IS” ALL PRODUCTS ARE SOLD “AS IS.” ITEMS FEATURED ON OSL BY THEIR VERY NATURE MAY BE USED, REBUILT, OR OUT-OF-DATE. THEREFORE, OSL CANNOT AND DOES NOT PROVIDE WARRANTY OR GUARANTEE ANY ITEMS LISTED ON OSL. 13. DATA INTEGRITY Registered User agrees to immediately inform OSL of all inventory changes, and shall immediately properly decrement all quantities, and provide correct information about the age, quantity, price, and all relevant qualities pertaining to the merchandise. Registered User shall pay to OSL an administrative fee of $200.00, which OSL may offset from other payments of any kind, for any transaction that must be aborted because Registered User has not correctly and/or timely updated quantity or other information at time of Buyer’s order. Registered User must complete and submit the template for inventory adjustments within 72 hours of quantity actually changing. 14. TRADEMARKS AND INTELLECTUAL PROPERTY Registered User hereby agrees to use all trademarks and intellectual property in the manner granted by the owner of such intellectual property or trademark, and avoid any use not so authorized. 15. COMMUNICATIONS COMPLIANCE AND WORKFLOW Registered User hereby agrees to reply to any inquiry from OSL and/or any customer within 24 hours during normal business hours. Registered User’s failure to so comply may result in Registered User’s site being de-listed or removed from OSL with no abatement or return of fees. 16. NO BACK ORDERS Registered User hereby agrees there shall be no “back orders” whatsoever. 17. DROP SHIP Registered Users shall “drop ship” all orders. Registered User shall immediately ship all customers’ orders. Registered User is responsible for all postage. 18. HONESTY Registered User hereby agrees to promptly, honestly, and accurately represent Registered User’s products, sales methods, product locations, product quantities, product prices, methods, product qualities, and product sources to OSL and all OSL website users. 19. SERVICE WARRANTY The use of OSL websites may be subject to limitations, delays, and other problems inherent in the use of the Internet and electronic communications (including but not limited to circumstances such as: acts of sabotage, embargo, war, closing by governmental authorities, strikes, interruption of telecommunications, interruption of power source, floods, lightning, earthquakes, viruses, or other electronic impediments, or intentional or accidental errors or omissions committed by anyone). Registered Users acknowledge that OSL is not responsible for any delays, failures, and/or damage resulting from such limitations and that while every effort is made to provide industry standard uptimes, this is not guaranteed and furthermore OSL reserves the right to interrupt services for scheduled or unscheduled maintenance, preventative service, or to fix bugs and errors as they occur. OSL may at any time revise this Registered User Agreement without directly informing Registered User by updating the Terms of Use. Registered Users are bound by any such revisions and this Agreement. Registered Users should visit the Terms of Use from time to time because they are also binding on Registered User. Also, certain provisions of this Registered User Agreement may be superseded by expressly designated legal notices or terms located on the OSL website. 20. SEVERABILITY AND WAIVER In the event any provision, subsection, or paragraph contained herein is held to be invalid, illegal, or unenforceable by any court of competent jurisdiction, such provision or subsection shall be deemed severable from the remainder of this Agreement and shall in no way affect any other provision contained herein. Headings contained in this Agreement are for convenience only and shall in no way be construed as a part of this Agreement. Neither Party shall be deemed to waive any of its rights, powers or remedies hereunder unless such waiver is in writing and signed by said Party. No delay or omission by OSL in exercising any of said rights, powers or remedies shall operate as a waiver thereof. Nor shall a waiver signed by OSL of any breach of the covenants, conditions, or agreements binding on the Registered User on one occasion be construed as a waiver or consent to such breach on any future occasion or a waiver of any other covenant, condition, or agreement herein contained. 21. GOVERNING LAW This Agreement shall be interpreted in accordance with the laws of the state of Georgia without resort to its choice of law provisions. The Courts of Newton County, Georgia, or the United States District Court for the Northern District of Georgia, shall have sole and exclusive jurisdiction for purposes of legal, injunctive, and/or equitable relief, and the Parties hereby subject themselves to said Courts’ personal jurisdiction and venue, and the Parties hereby waive any and all defenses to such jurisdiction and venue. Registered User hereby expressly grants to OSL the right to obtain any and all legal, injunctive, and equitable relief on any matter arising from the Agreement, or from Registered User’s relationship with OSL. 22. SCOPE OF AGREEMENT AND ASSIGNMENT The terms and conditions contained in this Agreement supersede all prior verbal or written understandings between the Parties with respect to the subject matter thereof and constitute the entire Agreement of the Parties with respect to such subject matter. From time to time technology changes and OSL’s needs change. For that reason, Registered User agrees to be bound by this Agreement and the Terms of Use, and the terms and conditions found in the Terms of Use as they may exist from time to time. Registered User also expressly agrees to be bound by any Conduct provisions in the Terms of Use, as those provisions may exist from time to time. Registered User may not assign this Agreement. OSL may assign this Agreement without Registered User’s consent or knowledge. 23. CHANGE OF CONTACT INFORMATION Registered User shall immediately provide OSL with all changes in contact information. 24. NOTICE Any notice required or permitted to be given hereunder shall be (a) in writing, (b) effective on the first business day following the date of receipt, and (c) delivered by one of the following means: (i) by personal delivery followed by a United States Postal Service, first class, certified mail, return receipt requested, postage prepaid; (ii) by prepaid, overnight delivery, signature required; (iii) by the United States Postal Service, first class, certified mail, return receipt requested, postage prepaid; or (iv) by prepaid telecopier, telex, or other similar means of electronic communication (followed by confirmation to OSL on the same or following day by overnight delivery or United States Postal Service, first class, certified mail, return receipt requested, postage prepaid). All notices given under this Agreement shall be addressed to the names and addresses shown on reverse, and if to the OSL, to its President. Registered User shall immediately notify OSL of any change in address. 25. CLICK THROUGH From time to time, OSL may update this Agreement with Registered User on the OSL website. Registered User agrees that each time Registered User enters the OSL website, Registered User agrees to be bound by this Agreement as well as any changes or updates to Terms of Use, and where the changes in the Terms of Use expressly conflict with this Agreement, or this Agreement is silent, the changes and updates shall prevail; otherwise this Agreement shall prevail. OSL may at any time revise this Registered User Agreement without directly informing Registered User simply by updating the Terms of Use and Registered User is thereby bound by any such pertinent revisions. Registered Users should visit the Terms of Use from time to time because they are binding on Registered User. Also, certain provisions of this Registered User Agreement may be superseded by expressly designated legal notices or terms located on the OSL website. 26. LINKING Registered User may use the OSL seal, and agrees to maintain the link between the OSL seal and the OSL website. Registered User expressly authorizes OSL to enter the Registered User’s website and (a) remove the OSL seal; and/or (b) de-link the OSL seal from the OSL website. OSL Signer: Registered User’s Legal Name: Contact: Signature of Registered User and Responsible Party-Guarantor: Print name: Print Name: Title: Title: Address for Notice and Service: Address for Notice and Service: Fax: Fax: Email: Email: Phone: Date: Online Sourcing, LLC Click Through Advertiser Agreement: Online Sourcing, LLC a Georgia limited liability company (the “Company” or “OSL”), and the Advertiser described below (the “Advertiser”) (each a “Party” and collectively, the “Parties”) hereby agree as follows (“Agreement”): 1. COMPLIANCE WITH LAWS Advertiser agrees to comply with all applicable laws, statutes, ordinances, and regulations regarding Advertiser’s use of OSL’s websites, and that Advertiser’s quoting and purchase of products and services and Advertiser’s posting and retrieval of information including, without limitation; those governing unfair competition, antitrust, and false advertising. Advertiser shall not act as a conduit or intermediary for price fixing or any other anti-competitive activities. Advertiser is solely responsible for Advertiser’s listing, posting, messages, files, images, photos, video, sounds, or other materials (“Content”). 2. INDEMNIFICATION Advertiser shall fully defend, release, discharge, indemnify, and hold harmless Company, as well as Company’s directors, officers, members, shareholders, managers, attorneys, representatives, employees, independent contractors, or agents of any kind (the “Indemnified Parties”) from all claims in and arising out of: breach of contract; negligence, tort, strict liability, defamation; copyright infringement; trademark infringement; personal injury; damage to property; and/or any type of claim, cause of action, litigation, mediation, and/or arbitration of any kind whatsoever; as well as any damages, costs, and expenses of any kind whatsoever; and all special, incidental, and/or consequential damages; and/or loss of business profits, and/or attorney’s fees, court costs and/or any other costs which may be suffered by, accrued against, charged against, or recoverable from the Indemnified Party(ies) from any other party, including Advertiser. Advertiser agrees to indemnify and hold the Indemnified Parties harmless from any claim or demand, including reasonable attorney fees and court costs, made by any third party due to or arising out of Content Advertiser submits, posts, or makes available through the Service, Advertiser’s use of the Service, Advertiser’s violation of the Terms of Use, Advertiser’s breach of any of the representations and warranties herein, or Advertiser’s violation of any rights of another. 3. LIMITATION OF LIABILITY. Advertiser understands and agrees: (a) Company shall refund no monies because of any error, delay, mistake, or omission, but shall use good effort to assist Advertiser with rectifying same; (b) Company assumes no responsibility other than contained within this Agreement; and (c) Advertiser has a duty to make periodic reviews to ensure that its Content is properly posted to the OSL website. THEREFORE, FOR MUTUAL CONSIDERATION, ADVERTISER AGREES THAT ANY LIABILITY WHICH THE INDEMNIFIED PARTY(IES) MAY HAVE DUE TO ERRORS, DELAYS, MISTAKES, OR OMISSIONS IN THE PERFORMANCE, DEFECT, OR MALFUNCTION OF ANY SERVICES, MATERIALS, PERFORMANCES, SOFTWARE, PERSONNEL, AND/OR EQUIPMENT, SHALL NOT EXCEED THE AMOUNT OF ONE MONTH’S ADVERTISING FEE AS DESCRIBED IN THIS AGREEMENT IN WHICH THE ERROR, DELAY, MISTAKE, OR OMISSION OCCURRED, AND THAT THE INDEMNIFIED PARTY(IES)’ COMPLETE LIABILITY SHALL BE DISCHARGED BY ABATEMENT OR RETURN OF ONE MONTH’S ADVERTISING FEE PAID BY ADVERTISER. FOR MUTUAL CONSIDERATION, ADVERTISER AGREES THAT ANY AND ALL LIABILITY WHICH THE INDEMNIFIED PARTY(IES) MAY HAVE DUE TO ANY AND ALL CLAIMS IN AND ARISING OUT OF: BREACH OF CONTRACT; NEGLIGENCE; TORT; STRICT LIABILITY; DEFAMATION; COPYRIGHT INFRINGEMENT; TRADEMARK INFRINGEMENT; PERSONAL INJURY; AND/OR DAMAGE TO PROPERTY; AND/OR ANY TYPE OF CLAIM, CAUSE OF ACTION, AND/OR ARBITRATION OF ANY KIND WHATSOEVER; AS WELL AS ANY DAMAGES, COSTS AND/OR EXPENSES OF ANY KIND WHATSOEVER; SPECIAL, INCIDENTAL, AND/OR CONSEQUENTIAL DAMAGES; AND/OR LOSS OF BUSINESS PROFITS, AND ATTORNEY’S FEES, COURT COSTS AND/OR ANY OTHER COSTS WHICH MAY BE SUFFERED BY, ACCRUED AGAINST, CHARGED AGAINST, OR RECOVERABLE FROM THE INDEMNIFIED PARTY(IES), SHALL NOT EXCEED THE AMOUNT OF THE MOST RECENT MONTH’S ADVERTISING FEE PAID BY ADVERTISER, AND SHALL BE APPORTIONED, IN COMPANY’S SOLE DISCRETION, AS A MAKE GOOD, OR AS A PERCENTAGE OF THE ACTUAL DAYS IN THE YEAR THAT THE ERROR, DELAY, MISTAKE, OR OMISSION OCCURRED SO LONG AS IT IS LESS THAN A MONTH’S ADVERTISING, AND THAT THE INDEMNIFIED PARTY’S(IES’) COMPLETE LIABILITY SHALL BE DISCHARGED BY ABATEMENT OR RETURN OF ONE MONTH’S ADVERTISING FEE PAID BY ADVERTISER. IT IS AGREED THAT THE AGREEMENT IS INTENDED ONLY FOR ADVERTISER’S OWN BENEFIT AND ANY BENEFIT TO OTHERS IS MERELY INCIDENTAL. IF ANY SERVICES WERE PROVIDED FOR FREE, THE SOLE REMEDY FOR ALL OF THE ABOVE SHALL BE A MONTH’S FREE ADVERTISING OR THE PAYMENT OF ONE MONTH’S’ FEE TO ADVERTISER IN OSL’S SOLE DISCRETION. THE ABOVE IS IN LIEU OF OTHER EXPRESS OR IMPLIED WARRANTIES INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 4. HONESTY Advertiser hereby agrees to promptly, honestly, and accurately represent Advertiser’s products, sales methods, product locations, product quantities, product prices, methods, product qualities, and product sources to OSL and all OSL website users. 5. COMMUNICATIONS COMPLIANCE AND WORKFLOW Registered User hereby agrees to reply to any inquiry from OSL and/or any customer within 24 hours during normal business hours. Registered User’s failure to so comply may result in Registered User’s site being de-listed or removed from OSL with no abatement or return of fees. 6. RIGHT TO REFUSE LISTING OSL may, in its sole discretion, without liability or reduction in price or fees, refuse (as well as suspend, cancel, de-list, and/or de-link) any listing, advertisement, website, information, and/or publication of any kind OSL deems potentially or actually: inappropriate, illegal, infringing, unkind, hazardous, fraudulent, offensive, or litigious, in OSL’s sole discretion, at any time during the Agreement, without notice to Advertiser, or if Advertiser is behind in any payments whatsoever that may be due OSL. OSL may de-list any Advertiser that is in material breach. A “Material Breach” by Advertiser is any breach or attempted breach by Advertiser of the following Paragraphs of this Agreement: 1, 2, 3, 4, 5, 6, 7, 8, 9, 11, 12, 13, 14, 15, 16, 17, 18, and/or 20 as well as any breach by Advertiser of any terms of the Terms of Use. 7. LIABILITY Advertiser shall be liable to OSL for any and all amounts due and owing to OSL, and all amounts due pursuant to O.C.G.A. §§ 13-6-9, 13-6-11, 9-15-14, and/or 51-7-8 et seq. Advertiser shall also be liable to OSL for any costs or expenses whatsoever OSL incurs as a result of Advertiser’s actions and inactions, not limited to Advertiser’s violation of this Agreement, the Terms of Use and/or any other agreement with OSL. OSL may use offsetting, in its sole discretion, to satisfy any amounts owed by Advertiser to OSL on any account. 8. PRODUCTS “AS IS” ALL PRODUCTS ARE SOLD “AS IS.” ITEMS FEATURED ON OSL BY THEIR VERY NATURE MAY BE USED, REBUILT, OR OUT-OF-DATE. THEREFORE, OSL CANNOT AND DOES NOT PROVIDE WARRANTY OR GUARANTEE ANY ITEMS LISTED ON OSL. 9. DATA INTEGRITY Advertiser agrees to immediately inform OSL of all inventory changes, and shall immediately properly decrement all quantities, and provide correct information about the age, quantity, price, and all relevant qualities pertaining to the merchandise. Advertiser shall pay to OSL an administrative fee of $200.00, which OSL may offset from other payments of any kind, for any transaction that must be aborted because Advertiser has not correctly and timely updated quantity or other information at time of Buyer’s order. Advertiser must complete and submit the template for inventory adjustments within 72 hours of quantity actually changing. 10. TRADEMARKS AND INTELLECTUAL PROPERTY Advertiser hereby agrees to use all trademarks and intellectual property in the manner granted by the owner of such intellectual property or trademark, and avoid any use not so authorized. 11. COMMUNICATIONS COMPLIANCE AND WORKFLOW Advertiser hereby agrees to reply to any inquiry from OSL and/or any customer within 24 hours during normal business hours. Advertiser’s failure to so comply may result in Advertiser’s site being de-listed or removed from OSL with no abatement or return of fees. 12. NO BACK ORDERS Advertiser hereby agrees there shall be no “back orders” whatsoever. 13. DROP SHIP Advertisers shall “drop ship” all orders. Advertiser is responsible for immediately shipping all customer orders. Advertiser is responsible for postage. 14. SERVICE WARRANTY The use of OSL websites may be subject to limitations, delays, and other problems inherent in the use of the Internet and electronic communications (including but not limited to circumstances such as: acts of sabotage, embargo, war, closing by governmental authorities, strikes, interruption of telecommunications, interruption of power source, floods, lightning, earthquakes, viruses, or other electronic impediments, or intentional or accidental errors or omissions committed by anyone). Advertisers acknowledge that OSL is not responsible for any delays, failures, and/or damage resulting from such limitations and that while every effort is made to provide industry standard uptimes, this is not guaranteed and furthermore OSL reserves the right to interrupt services for scheduled or unscheduled maintenance, preventative service, or to fix bugs and errors as the occur. OSL may at any time revise this Advertiser Agreement without directly informing Advertiser by updating the Terms of Use. Advertisers are bound by any such revisions and this Agreement. Advertisers should visit the Terms of Use from time to time because they are also binding on Advertiser. Also, certain provisions of this Advertiser Agreement may be superseded by expressly designated legal notices or terms located on the OSL website. 15. SEVERABILITY AND WAIVER In the event any provision, subsection, or paragraph contained herein is held to be invalid, illegal, or unenforceable by any court of competent jurisdiction, such provision or subsection shall be deemed severable from the remainder of this Agreement and shall in no way affect any other provision contained herein. Headings contained in this Agreement are for convenience only and shall in no way be construed as a part of this Agreement. Neither Party shall be deemed to waive any of its rights, powers, or remedies hereunder unless such waiver is in writing and signed by said Party. No delay or omission by OSL in exercising any of said rights, powers or remedies shall operate as a waiver thereof. Nor shall a waiver signed by OSL of any breach of the covenants, conditions, or agreements binding on the Advertiser on one occasion be construed as a waiver or consent to such breach on any future occasion or a waiver of any other covenant, condition, or agreement herein contained. 16. GOVERNING LAW This Agreement shall be interpreted in accordance with the laws of the state of Georgia without resort to its choice of law provisions. The Courts of Newton County, Georgia, or the United States District Court for the Northern District of Georgia, shall have sole and exclusive jurisdiction for purposes of legal, injunctive, and/or equitable relief, and the Parties hereby subject themselves to said Courts’ personal jurisdiction and venue, and the Parties hereby waive any and all defenses to such jurisdiction and venue. Advertiser hereby expressly grants to OSL the right to obtain any and all legal, injunctive, and equitable relief on any matter arising from the Agreement, or from Advertiser’s relationship with OSL. 17. SCOPE OF AGREEMENT AND ASSIGNMENT The terms and conditions contained in this Agreement supersede all prior verbal or written understandings between the Parties with respect to the subject matter thereof and constitute the entire Agreement of the Parties with respect to such subject matter. From time to time technology changes, and OSL’s needs change. For that reason, Advertiser agrees to be bound by this Agreement and the Terms of Use, and the terms and conditions found in the Terms of Use as they may exist from time to time. Advertiser expressly agrees to be bound by an Conduct provisions in the Terms of Use, as those provisions may exist from time to time. Advertiser may not assign this Agreement. OSL may assign this Agreement without Advertiser’s consent or knowledge. 18. CHANGE OF CONTACT INFORMATION Advertiser shall immediately provide OSL with all changes in contact information. 19. NOTICE Any notice required or permitted to be given hereunder shall be (a) in writing, (b) effective on the first business day following the date of receipt, and (c) delivered by one of the following means: (i) by personal delivery followed by a United States Postal Service, first class, certified mail, return receipt requested, postage prepaid; (ii) by prepaid, overnight delivery, signature required; (iii) by the United States Postal Service, first class, certified mail, return receipt requested, postage prepaid; or (iv) by prepaid telecopier, telex, or other similar means of electronic communication (followed by confirmation to OSL on the same or following day by overnight delivery or United States Postal Service, first class, certified mail, return receipt requested, postage prepaid). All notices given under this Agreement shall be addressed to the names and addresses shown on reverse, and if to the OSL, to its President. Advertiser shall immediately notify OSL of any change in address. 20. CLICK THROUGH From time to time, OSL may update this Agreement with Advertiser on the OSL website. Advertiser agrees that each time Advertiser enters the OSL website, Advertiser agrees to be bound by this Agreement as well as any changes or updates to Terms of Use, and where the changes in the Terms of Use expressly conflict with this Agreement, or this Agreement is silent, the changes and updates shall prevail; otherwise this Agreement shall prevail. OSL may at any time revise this Advertiser Agreement without directly informing Advertiser simply by updating the Terms of Use and Advertisers are bound by any such pertinent revisions. Advertiser should visit the Terms of Use from time to time because they are binding on Advertiser. Also, certain provisions of this Advertiser Agreement may be superseded by expressly designated legal notices or terms located on the OSL website. 21. LINKING Advertiser may use the OSL seal, and agrees to maintain the link between the OSL seal and the OSL website. Advertiser expressly authorizes OSL to enter the Advertiser’s website and (a) remove the OSL seal; and/or (b) de-link the OSL seal from the OSL website. OSL Signer: Advertiser’s Legal Name: Contact: Signature of Advertiser and Responsible Party-Guarantor: Print name: Print Name: Title: Title: Address for Notice and Service: Address for Notice and Service: Fax: Fax: Email: Email: Phone: Date: