Subscriber Agreement

The ewHotSpots web site is owned by Penton Media, Inc. ("Penton Media, Inc.") and the Products available to you through the site (the "Products") are provided under the terms and conditions of this Subscriber Agreement. By submitting the Product registration form discussed below, you agree to be bound by this Agreement. Please read it carefully before submitting it to Penton Media, Inc. Penton Media, Inc. will provide the Products subject to the terms and conditions of this Agreement.

To use the ewHotSpots.com site and our products, you must complete a registration form when required. You agree to provide to us current, complete and accurate information and to update the information to assure it remains current.

Modification of Agreement

We may modify this Agreement at any time with notice via email. We will post changes to the Agreement at this site and the modifications become effective when posted. You agree to periodically review the posted changes to this Agreement and to be bound by any such changes. If you disagree with any modifications, you may cancel your subscription by giving notice of termination by calling our toll-free number 1-800-600-6199. By using ewHotSpots.com web site after Penton Media, Inc. has posted changes to the Subscriber Agreement, you are agreeing to be bound by all of the changes.

Use of Services - Description

Our Products and Web Site provide research tools for electrical distributors. Available products include access to demographic and sales information provided by Penton Media, Inc.

Availability

The availability of the Products and our site depends on many factors, including your connection to the Internet, the availability of the Internet, and the Internet backbone and equipment that, by its nature, is not fault tolerant.

Fees, Payments and Obligations

You can find the current Subscription Fees and charges by calling our toll-free number 1-800-600-6199. Your subscription will continue and renew automatically, unless terminated by Penton Media, Inc. or until you notify Penton Media, Inc. by telephone or email, of your decision to discontinue your subscription. Renewal Subscription Fees will be billed automatically to the credit card designated during the registration process for our Products or via subsequent communication with Penton Media, Inc., at the start of the initial annual period, and at the start of each renewal period, unless you terminate your subscription before the relevant renewal period begins. Penton Media, Inc. will notify you before your annual subscription renewal date. If you choose not to renew, your subscription access will be discontinued. You agree to pay or have paid all fees and charges incurred in connection with your Product and/or user name and password for ewHotSpots.com (including any applicable taxes) at the rates in effect when the charges were incurred. All fees and charges are non-refundable. Penton Media, Inc. may change the fees and charges then in effect, or add new fees or charges, by giving you notice in advance. All fees and charges incurred in connection with your Product and/or user name and password will be billed to the credit card designated during the registration process for the Product or subsequently designated to Penton Media, Inc. If you want to designate a different credit card or there is a change in credit card validity or expiration date, or if you believe someone has accessed ewHotSpots.com using your user name and password without your authorization, you must call Penton Media, Inc. at the toll-free number posted on the site. You also are responsible for any fees or charges incurred to ewHotSpots.com through an Internet access provider or other third party service.

Copyright and Limitations on Use

The content available through our Products, including ewHotSpots.com, is the property of Penton Media, Inc. or its licensors and is protected by copyright and other intellectual property laws. No material from our Products or this site may be copied, reproduced, republished, uploaded, posted, transmitted, or redistributed in any way in any medium whatsoever now known or later invented, except that you may print one copy of the search/material on any single computer for your personal, non-commercial use only, provided you retain all copyright and other proprietary notices. Any attempt to modify these materials or to use these materials for any other purpose, including circulation to others within the same company or organization constitutes a violation of our copyright and other proprietary rights, and may result in your subscription being terminated by Penton Media, Inc. and/or subject you to other penalties. The use of any such material on any other Web site or networked computer environment is prohibited. The values presented in our Products are in no way intended to influence resale or wholesale values of units or classes of units or the vehicle market as a whole. To enter into agreement, combination, understanding, or action with any person or party with intent to establish wholesale or resale values at specific levels displayed in our Products could constitute a violation of fair trade practices. The use of this information in any legal proceeding is expressly prohibited unless authorized in advance, in writing by Penton Media, Inc. and its licensors. Subscribers shall not require or request the participation of Penton Media, Inc. or its licensors or their employees in any legal proceeding. Membership for multiple users within the same organization is available for special pricing. Contact Penton Media, Inc. for information on this pricing.

DISCLAIMER OF WARRANTIES AND LIABILITY

OUR PRODUCTS ARE DESIGNED TO PROVIDE ACCURATE AND AUTHORATIVE INFORMATION WITH REGARD TO THE SUBJECT MATTER COVERED. WHILE EFFORTS HAVE BEEN MADE TO ASSURE ACCURACY, DUE TO THE NUMBER OF SOURCES FROM WHICH CONTENT OUR PRODUCTS ARE OBTAINED, AND THE INHERENT HAZARDS OF DISTRIBUTION, THERE MAY BE DELAYS, OMISSIONS, OR INACCURACIES IN SUCH CONTENT AND PENTON MEDIA, INC. AND ITS AFFILIATES, AGENTS, AND LICENSORS CANNOT AND DO NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENTNESS, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE CONTENT AVAILABLE THROUGH OUR PRODUCTS, OR PENTON MEDIA, INC. ITSELF. PENTON MEDIA, INC. DOES NOT WARRANT THAT THESE PRODUCTS ON THE SITE OR FUNCTIONS CONTAINED IN THE MATERIALS AT THE SITE WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. IN NO EVENT SHALL PENTON MEDIA, INC. OR ANYONE WHO HELPED DEVELOP, CREATE, PRODUCE OR DELIVER THE MATERIAL AND INFORMATION USED IN THIS SITE BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR IN CONNECTION WITH, USE OF OUR SITE, INFORMATION POSTED AT OUR SITE, OUR SERVICES, ANY PRODUCTS OR SERVICES YOU PURCHASE, OR THIS AGREEMENT EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL OUR LIABILITY TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCES FOR ANY AND ALL LOSSES, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU IN THE 12 MONTHS IMMEDIATELY PRECEEDING THE EVENT GIVING RISE TO SUCH CLAIM.

You are responsible for all statements made and acts or omissions that occur while your password is being used. You may not use ewHotSpots.com for any unlawful purpose. Penton Media, Inc. may refuse to grant you a user name that impersonates someone else, is protected by trademark or other proprietary right law, or is vulgar or otherwise offensive, as determined by Penton Media, Inc.

Entire Agreement

This Agreement constitutes the entire agreement between you and Penton Media, Inc. with respect to the Penton Media, Inc. site and the Products and Services and supersedes all prior agreements between you and Penton Media, Inc. Our failure to enforce any provision of this Agreement will not be construed as a waiver of any provision or right.

Penton Media, Inc. Right to Remove

Penton Media, Inc. may discontinue or change our Products, or their availability to you, at any time, and you may always terminate your subscription at any time. You release Penton Media, Inc. from any claims or allegations that may result from such removal. If you are a California resident, you waive California Civil Code § 1592, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor. At the time of executing the release, which if known by him must have materially affected his settlement with the debtor." This Subscriber Agreement is personal to you, and you may not assign your rights or obligations to anyone. If any provision in this Subscription Agreement is invalid or unenforceable under applicable law, the remaining provisions will continue in full force and effect.

Governing Law

This Subscription Agreement, your rights and obligations, and all actions contemplated by this agreement shall be governed by the laws of the United States of America and the State of New York, as if the Agreement was a contract wholly entered into and wholly performed within the State of New York.

No "Spamming," "Hacking," "Viruses," or "Impersonation"

You agree that you will not use, or allow others to use, your account to unlawfully access other computers or services, or to cause a disruption of service to other online users. You may not use, or allow others to use, your account to cause disruption of the normal use of the system by others including without limitation disrupting our backbone network, nodes, or services. This also includes intentional transmission of computer viruses or other harmful software programs. You agree that you will not impersonate another user or otherwise falsify one's user name in email or in any post or transmission to any newsgroup or mailing list or other similar groups or lists.

Arbitration

You agree that any claim or controversy relating to this Agreement or Penton Media, Inc.' web site will be settled by binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association. You agree that any claim or controversy you may have will be arbitrated on an individual basis and will not be consolidated in any arbitration with any claim or controversy of any other party. You agree that the arbitration will be conducted in New York and that judgment on the arbitration award may be enforced by any court having proper jurisdiction. You agree that the costs of conducting the arbitration will be divided equally between you and Penton Media, Inc. You or Penton Media, Inc. may seek interim or preliminary relief from a court for the purpose of protecting your or Penton Media, Inc.'s rights pending the completion of the arbitration; provided, however, that you agree that any legal proceeding arising out of or in connection with this Agreement or the Penton Media, Inc. site will be brought by user or Penton Media, Inc. in the appropriate state or federal court in New York. Penton Media, Inc. is not required to submit to arbitration any matter relating to the collection of past due amounts owed by user to Penton Media, Inc.

User's Information and Privacy Policy

By using our Products either directly or through assistance from a Penton Media, Inc. representative, you agree that your activity becomes "User Information," and grant to Penton Media, Inc. and its affiliates royalty-free, perpetual, irrevocable, non-exclusive right (including waiver of any applicable moral rights) and worldwide license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such User Information in an aggregate manner. You also warrant that you have the right to grant that license to us. Penton Media, Inc. will not share details of your activity with outside agencies without your consent. The Penton Media, Inc. Privacy Policy is provided at www. ewHotSpots.com which details our commitment to User privacy. Use of this web site constitutes acceptance of the Penton Media, Inc. Privacy Policy.

TERMS AND CONDITIONS FOR USE OF CONTACT DATA

Customer Acknowledgment Customer acknowledges that Penton Media, Inc. data are the property of Penton Media, Inc., or its list owners. Customer recognizes that the Penton Media, Inc. information is subject to the copyright and property rights of Penton Media, Inc. or its list owners. Customer agrees not to in any manner use, sell, license, publish, lease, rent, or permit any other party to use (collectively to “use”) the Penton Media, Inc. data, other than as specifically authorized and permitted by the Service Agreement. Customer agrees not to provide the Penton Media, Inc. data or permit to use the Penton Media, Inc. data for any parent, subsidiary, affiliate, franchise, or dealer to the Customer, unless otherwise agreed to in writing.

Authorized Use

Penton Media, Inc. authorizes customer to use the Penton Media, Inc. data for the purposes described in this Agreement, for the confidential and personal use of the Customer’s operation only. Customer may use the contact data within EWHotSpots.com on an unlimited use basis according to the Customer Limitations described in this document. Customer usage of Penton Media, Inc. data may not exceed one year from the date of this agreement unless renewed. Upon completion of the authorized use of the Penton Media, Inc. data, Customer and any third-party processor shall delete all Penton Media, Inc. information from its database and files, and return all copies of the Penton Media, Inc. data to Penton Media, Inc. and cease any and all use of the Penton Media, Inc. data.

 

Customer Limitations

Clarification

In clarification of the foregoing Customer Limitation, and not in limitation thereof, Customer shall not use any part of Penton Media, Inc. data to rerent, resell or otherwise provide to any other party even if Customer has verified the information or added to or deleted from the Penton Media, Inc. data from telephone, direct-mail, or any other way; if the Customer is a publisher, the Penton Media, Inc. information may be used only as an aid in adding to the Customer’s circulation base. The publisher cannot use any part of the Penton Media, Inc. data to rerent, resell or otherwise provide the information to any third party even if the customer has verified, added to or deleted from the Penton Media, Inc. information by telephone, direct mail or any other way.

Limited Warranty

The Penton Media, Inc. information is compiled from several sources. The Penton Media, Inc. information does contain a number of fictitious “seed” listings for security purposes. Penton Media, Inc. does not assure the correctness or completeness of the Penton Media, Inc. data, and Penton Media, Inc. shall not be liable for any loss or injury caused in whole or in part by contingencies beyond its control. In no event shall Penton Media, Inc. be liable for loss of profits or direct or indirect, incidental or consequential damages of any nature whatsoever (even if Penton Media, Inc. has been advised of the possibility of such damages), or any damages caused wholly or in part by Penton Media, Inc.’s negligence or failure to fulfill its responsibilities hereunder. In any event, Penton Media, Inc.’s liability shall be limited to the return to the Customer of sums paid for the Penton Media, Inc. information.

Distribution Approval

Penton Media, Inc. reserves the right to require Customer to secure Penton Media, Inc.’s advance approval of any materials that Customer proposes to mail or otherwise distribute to any names or addresses provided by Penton Media, Inc.

Processor Agreement

The Penton Media, Inc. information may be furnished to an outside or third-party processor only after:

General

This Subscriber Agreement is personal to the Customer and may not be transferred voluntarily or involuntarily to any other party. This Service Agreement sets forth the entire Agreement of Penton Media, Inc. and Customer, and supersedes any previous agreements, provisions, or representations relating to the subject matter of the Agreement. No waiver or amendment of any term, condition, or provision of the Agreement shall be valid or binding construed, interpreted, and enforced under the law of the State of New York.

Revised 03/14/2007.