Last updated: July 01, 2023

Welcome to ExcelCR, provided by ExcelCR Ltd (the “Company”, “we” or “us”). We are pleased to offer you access to the Service (as defined below), subject to these terms and conditions (the “Terms of Service”) and the Company's Privacy Policy (the “Privacy Policy.”). By accessing and using the Service, you signify your consent, agreement and understanding of the Terms of Service and the Privacy Policy. If you do not agree to the Terms of Service or Privacy Policy, please do not use the Service.

1. General information about the Terms of Service.

1.1 For your convenience, these terms are available in English, but in the event of any conflict the English version will be final.

1.2 Terms that are capitalized are defined in the body of these Terms of Service or in Section 10.

1.3 The Company owns and operates the ExcelCR site which is available through https://www.languagelink.com/ (the “website” or the “site”). We offer you the ability to take coaching programs through our online services and site functionality, as well as offline via downloads that may be made available on the site (collectively, the “Service”). The Service includes access to the Online programs which are administered by the Company (the “Course”).

1.4 The following is a brief summary of certain terms and conditions that are included in these Terms of Service. However, this summary is provided for your convenience only; therefore, you should read the entire Terms of Service before accepting them. You are granted the right to use the Service, subject to these Terms of Service. This right of use is limited to your person, as an individual (not as an alliance, business or corporate entity), which is non-transferable, unless the express consent of the Company is stated in writing. In order to take full advantage of the Service, you will be required to accept the end user license agreement and the terms and conditions for any other related software and hardware. Your refusal to accept the terms of such agreements may limit your ability to fully use the Service. Notwithstanding another provision contained in this document, the Service will be available for use from the registration of your data together with the payment of the Course, including the corresponding renewals. The Service only works with your personal computer and compatible devices. To use the Service, you will need to register and open an ExcelCR Account. We reserve the right to make periodic updates to the Service, with or without notice. The Service includes features related to security and tampering that, if activated, could cause content previously available for your use to no longer be available for use. You must be at least 18 years of age to accept these Terms of Service, provided, however, that if you are under 18, your parent or legal guardian may accept them on your behalf. By using the Service, you consent to the collection, processing, and use of all information related to your use of the Service, which is collected and handled in accordance with the terms of our Privacy Policy. You understand that you may encounter content that you find objectionable. We reserve the right, at our discretion, to change these Terms of Service at any time, without notice. In the event of any material changes, we will use commercially reasonable efforts to notify you and obtain your consent prior to implementing such changes. ExcelCR Ltd disclaims, to the fullest extent permitted by law, certain representations and warranties relating to the Service, and limits its liability with respect thereto. If you have any questions about these Terms of Service, or wish to contact us for any reason, please use the contact details on the Contact Us page; and if you are a student, send us your question from the learning platform, using the "Contact us" link.

2. Permission to use the Service; reservation of rights.

By accepting these Terms of Service, you are granted a limited, non-exclusive, non-transferable, and non-sublicensable right to enter, access, and use the Service solely for your personal, non-commercial use. All rights not expressly granted to you in these Terms of Service are reserved by Company and its licensors, as applicable. You agree that this permission is for your personal, non-commercial use and that no one other than you will use the Service. You do not have the right to copy or reproduce in whole or in part any portion of the Service, including without limitation, the ExcelCR content. Other than the limited license granted in Section 2, you have no other right, title, or interest in the Service. You understand and acknowledge that, in all circumstances, your rights with respect to the Service will be limited by applicable copyright or intellectual property laws and these Terms of Service.

3. Description of the Service.

3.1 General.

3.1.1 Your Account and Registration Information. You can browse, preview and search within the Service without opening a ExcelCR Account or providing registration information. However, for all other use of the Service and access to ExcelCR content, you will need to open an account and provide registration information to the Company.

3.1.2 Access to ExcelCR Content. Ownership of ExcelCR content is further defined in Section 8 (Intellectual Property) of these Terms of Service. You can access ExcelCR content as many times as you wish, as long as you have subscribed to the Service.

3.1.3 Additional Software and Hardware Terms. Please note that there may be separate end user license agreements and terms of service that you must accept for the hardware and software you use in connection with the Service, or that may interact with the Service. Your refusal to accept the terms of such agreements would limit your ability to fully use the Service. In addition, the Service only works with compatible devices.

4. Promotions

The Company, other entities of ExcelCR Ltd, and certain third parties may, from time to time, place advertisements or present promotional offers and materials on or through the Service. Your participation in any promotion or offer is subject to any applicable rules relating to the promotion. Your dealings with other entities or third parties, as well as your participation in third party promotions or offers that are advertised or displayed on the Service, are solely between you and such third party. Please note that you must be at least 13 years of age to participate in any promotion or offer that is connected or in any way related to the Service. YOU AGREE THAT THE COMPANY SHALL NOT BE LIABLE FOR ANY TYPE OF DAMAGE OR LOSS ARISING AS A RESULT OF SUCH DEALINGS OR THE PRESENCE OF SUCH ADVERTISERS ON THE SERVICE.

5. Restrictions. Your use of the Service is subject to the following restrictions:

5.1 Company Rules and Policies. When using the Service, you will be subject to any other guidelines or rules applicable to specific services and features that are posted from time to time (the “Guidelines”). All Guidelines are incorporated by reference into these Terms of Service. These Guidelines will apply generally on a non-discriminatory basis to all end users of the Service and may include, for example, required or automatic software upgrades, modifications, and reinstallations, and obtaining available patches to, among other reasons, address issues security, interoperability and/or performance. These updates, modifications and similar operations may be made periodically or as necessary, without prior notice. In addition, you understand that certain aspects of the Service are capable of monitoring

themselves and may create a special identification system for purposes related to security and tamper detection. Your access to certain applications is subject to restrictions for security reasons or based on consistently enforced ExcelCR Content protection policies. You understand and agree that ExcelCR Content previously available for your use may no longer be available.

5.2 Age Requirement. You must be at least 18 years of age to agree to and accept these Terms of Service on your own behalf. If you are under the age of 18, your parent or legal guardian must agree to these Terms of Service and register for the Service on your behalf. In accordance with the Children's Online Privacy Protection Act (COPPA), as amended from time to time, if you are under the age of 13, you are requested not to provide any information to the Company, either through the use of the Service, participation in any of the promotions, contests or sweepstakes related to the Service, or through any other activity.

If it is the case that a minor voluntarily wants to participate and/or intends to get involved in any commercial or advertising of the Company, the local regulations on the protection and privacy of Children must always be respected where such advertising is intended. Any provision to the contrary will be void since the rights of children's privacy are inalienable and thus the requirements and restrictions of the advertising event must be adjusted if the need arises, all in accordance with the law and the integrity of the parties involved.

5.3 Prohibited Conduct. You will not use the Service to transmit, display, perform, or otherwise make available messages, content, or materials (i) that are unlawful, obscene, threatening, unsolicited bulk or "spam," defamatory, invasive of privacy, or (ii) that violate or infringe copyrights, trademarks, patents, trade secrets and other intellectual property rights, rights of privacy or publicity, communications regulations or statutes, or any other laws, including, without limitation, laws on defamation, harassment, obscenity and pornography; (iii) that constitute political campaigns or sales or marketing solicitations or that contain computer viruses or other computer code intended to interfere with the functionality of computer systems, or (iv) that in any way harm minors. You agree not to interrupt or attempt to interrupt the operation or the Service in any way. During the Course, students are expected to conduct themselves in an appropriate and respectful manner, keeping in mind a high standard of education and career progression towards others. Any violation of the provisions herein will be subject to review and the pertinent actions that the Company decides to adopt, at its sole consideration and even proceed to the right to Terminate the Service in accordance with the provisions of Section 9.3 of this document. In addition, you may not use a false email address or otherwise mislead other members as to your identity or the origin of a message or content.

In the case in which the Company becomes aware of an irregular or dangerous attitude on the part of its students against themselves, members of their family, or classmates, the Company may inform the local authorities of the country in which they are domiciled. the lesser of said situation, in order to prevent any potentially dangerous behaviour.

5.4 Restriction on Use in Connection with the Service. The Service includes security components so special rules and policies apply. You shall not attempt (or support the attempts of others) to circumvent, reverse engineer, decipher, decompile, disassemble, or in any way modify, alter, or interfere with any aspect of the Service. You may not distribute, trade, modify, sell or resell, or transmit to any other person any part of the Service, including without limitation any text, images or audio, for any business, commercial or public purpose. You agree not to copy, sell, distribute, or otherwise transfer ExcelCR Content, except as expressly permitted herein.

5.5 Security Restriction on Use Related to the ExcelCR Account. You may only open a ExcelCR account for yourself, and not for any other person, subject to the provisions of the section above entitled “Age Requirements”. You agree that you will not allow other people to use the Registration Information and/or ExcelCR Account and agree that you are solely responsible

for maintaining the confidentiality and security of the same. You agree to immediately notify the Company of any unauthorized use of your password and/or ExcelCR Account by contacting us using the details on the Contact Us page or, if you are a student, from the learning platform through the link "Contact us". If you use or open an account on the Service on behalf of a company, entity or organization (collectively “Subscribing Organization”), then you represent and warrant that you are an authorized representative of such Subscribing Organization with power to bind such organization, which You shall abide by and abide by these Terms of Service, and you agree to do so on behalf of such Subscribing Organization.

5.6 Restriction on Use in Relation to ExcelCR Content. Except as expressly permitted herein, the rights granted to you hereunder do not grant you any of the following: (a) rights of reproduction or promotional use in the ExcelCR Content, (b) rights to enter into agreements with any system revenue-generating broadcasting (terrestrial, satellite, cable and/or other distribution channels), (c) rights to distribute or redistribute ExcelCR Content in streaming applications (via the Internet, intranets and/or other networks), ( d) rights to distribute ExcelCR Content to others on other content delivery systems (pay audio or audio-on-demand applications, etc.) or on physical media (compact discs, digital versatile discs, semiconductor chips, disks hard drives, memory cards and the like), or (e) commercial use, sale, resale, reproduction, distribution or promotional rights for the ExcelCR Content. Any digital rights management solution provided with the ExcelCR Content is an inseparable part of the ExcelCR Content, and may not be circumvented, except to the extent permitted by applicable law. If you are in possession or control of ExcelCR Content, it is your responsibility not to lose, destroy, or damage such content.

6. Charges and Billing.

6.1 Payment Agreement. All users of the Service must first accept these Terms of Service and fill out a payment authorization and sign the Purchase Terms and Conditions (“Purchase Terms”). You agree to pay for all ExcelCR Content that is not obtained by means of a promotion code or that the Company has not offered to you for free.

6.2 Refund Policy. After three (3) days have elapsed from the Course start date, they are non-refundable. Any refund that the Company must make to you will be credited to the credit card or instrument that you designate the first time you make a purchase or incur a charge in the Service, as established in Section 6.4 of this agreement.

6.3 Cancellation Policy.

Cancellation of an Online Program

Online Training Programs will be billed 100% after the Program has been delivered and must be paid for by credit card. In the event the customer cancels the Program, our policy states that the Program will be billed in full. A full refund of the actual cost of the Program will be provided, provided we receive notice of cancellation at least 3 days prior to the Program start date. 10% will be refunded up to 48 hours before the date of the Program and cancellations received less than 48 hours before the Program will not be entitled to a refund.

In the event that a Program requires rescheduling due to instructor illness or unavailability, the cost of the Program will be fully refunded or, alternatively, rescheduled on a mutually agreed upon date.

Change of Programs with established dates

A Program started with 25% progress cannot be changed.

Any Program may be rescheduled for reasons agreed between the student in question and the company to take a Program at any future date without any refund.

Any Program purchased by student error will not be refunded for the purchase made.

6.4 Bank and credit card transactions. During the registration process you will be asked to provide information about your credit card or bank account (your “payment instrument”). As a user of the Service, you agree that your credit card or bank account may be charged, applicable fees, as well as any sales tax and other charges you incur in connection with your use of the Service. Except as set forth herein, no fee or charge is refundable. In the event that you use your credit card to make purchases on the Service, we may, at our discretion, credit your credit card charges individually or add your charges to other purchases you make on the Service. In this sense, you agree to pay all the amounts that are caused according to the Purchase Terms, and in turn to maintain the adequate funds in your payment instrument to be able to satisfy the amounts that you may owe to the Company. Additionally, you are responsible for maintaining the confidentiality of your ExcelCR Account and will be responsible for any charges incurred by anyone else through your ExcelCR Account. All charges will be billed to the payment instrument you designate the first time you make a purchase or incur a charge on the Service. Any bank commission or charge reflected in your payment instrument made by your financial or credit institution, will be under your responsibility. If your billing information changes, you must update said information by contacting an advisor or representative of the Company, contacting us using the details on the Contact Us page, from the learning platform through the link " Contact us.” By providing your credit card, bank account or other payment information to the Company, you acknowledge and agree that we may retain your payment instrument information until you close your ExcelCR Account and, as set forth in the Privacy Policy, unless you request ExcelCR Customer Service to remove your credit card and/or bank account information, in which case it will be removed as provided in the Privacy Policy. Privacy. By providing your payment instrument information to the Company, you agree that you will consult the terms and conditions imposed by the issuer of your payment instrument regarding notice requirements and limitations of liability that apply to you in the event of loss, theft or unauthorized use of your payment instrument. You agree that you, and not ExcelCR LTD or its Affiliates, will be solely responsible for the payment of all amounts billed to your credit card by unauthorized third parties. You agree that you will not provide information about any payment instrument that is not issued in your name.

6.5 Taxes. Purchases on the Service may include sales tax or value added tax (where applicable) and such tax will be based on the best available information about your address. In such cases, the tax rate in effect at the time purchases are made on the Service will apply. If you change the tax rate applicable to sales prior to completing the applicable purchases, the new tax rate in effect at the time you make your purchase on the Service will apply. Other product and service limitations and disclaimers may apply. You will be solely responsible for paying all such taxes.

6.6 Right to change prices. All prices related to the Service are subject to change by the Company at any time, without notice and without liability to you. The Company does not offer price protection or refunds in the event of a price drop or promotional offer.

7. Special Notices. As a user of the Service, please note the following:

7.1 Privacy. By registering for the Service, you consent to the collection and processing of all information related to your use of the Service, including Registration Information. The Company collects and handles this information in accordance with the terms of the Privacy Policy, which is expressly incorporated into these Terms of Service by reference. By agreeing to these Terms of Service, you also agree to the Privacy Policy which is available on the Company's website.

7.2 Accuracy of Information. You represent and warrant that all information (including Registration Information and responses to polls and surveys) that you provide to the Company is correct, complete and current, and you agree to update such information as necessary. You also acknowledge that any information provided by you to the Company will not violate any law or regulation, or infringe the rights of any third party.

7.3 Certification of residence and capacity to enter into contracts. By opening an ExcelCR Account, you represent and warrant to the Company that you reside in the territory you have indicated in your profile and that you have the capacity to enter into contracts in accordance with the laws of your jurisdiction.

7.4 Nature of Content. You understand that by using the Service and accessing ExcelCR Content, you may encounter materials that you may find explicit, offensive, or otherwise objectionable. The Company may include, if available, information regarding ratings, content type, and descriptions, if such information is provided by the respective ExcelCR Content owners. However, the Company is not responsible for the accuracy of such information. You agree to the following, regardless of whether or not the Service includes parental control features and regardless of how many times you use such features: (a) it is your responsibility to determine what ExcelCR Content or materials you that make up the Service meet its standards, and (b) under no circumstances shall the Company or its Affiliates or content providers be in any way responsible for any ExcelCR Content or materials to which you have access. You agree to use the Service at your own risk and that the Company and its Affiliates shall have no liability to you for any content or materials contained on the Service.

7.5 Use Risk. Neither the Company nor its Affiliates shall assume any responsibility and shall not be liable for any damages or viruses that cause any damage to your computer or other property as a result of accessing, using, downloading or browsing the Service.

7.6 Links from Other Websites to Third Party Sites; RSS news. The Company is not responsible for the content or availability of RSS feeds or websites related to the Service, nor is it responsible for third party websites that link to or from the Service. Your access to RSS feeds and links to other Web sites is entirely at your own risk. All RSS feeds and links are provided for your convenience only and should not be construed as an endorsement by the owner/sponsor of the site. The Company disclaims any warranties, whether express or implied, as to the accuracy, quality, or otherwise of any material or information contained in such RSS feeds and Web sites.

7.7 The Company's right to change these Terms of Service. The Company reserves the right, at its discretion, to change, modify, add, or remove portions of these Terms of Service at any time, without notice to you. All changes will be effective immediately. In the event of any material changes, we will use commercially reasonable efforts to notify you and obtain your consent prior to implementing such changes. We encourage you to check these Terms of Service periodically for any changes. Your continued use of the Service following the posting of such changes constitutes your acceptance of those changes.

7.8 The Company's right to make changes to the Service. The Company may add, change, terminate, remove or suspend any material incorporated into the Service, including features, prices and specifications of the products described or reviewed in the Service, temporarily or permanently, at any time, without notice and without liability. some. In addition, the Company and/or the owners of the ExcelCR Content may, from time to time, remove the ExcelCR Content from the Service without prior notice, and the Company may at any time lose the right to make available certain ExcelCR Content. English. In such event, you will no longer be able to obtain or view certain ExcelCR content.

8. Intellectual property

8.1 Trade Secrets and Proprietary Materials The Service contains and/or incorporates trade secrets, patented (and/or patent-pending) inventions, and/or other proprietary materials and intellectual property of the Company and/or its licensors. All title and property rights in the Service, including without limitation the ExcelCR Content and any copies related to the Service and the ExcelCR Content, remain the property of the Company and its licensors, as applicable. You agree to keep confidential any information contained in the Service that is not in the public domain, and not to disclose such information to third parties without Company's prior written approval.

Students are not authorized to try to reconfigure, break or reverse engineer the ExcelCR website, the Service and/or the ExcelCR Content.

8.2 Copyright. ExcelCR Content and other works of authorship found on or as part of the Service (collectively, the “Content”) are protected by applicable copyright laws and international copyright treaties, as well as by other intellectual property laws and treaties. The Content is licensed, not sold. You may not make unauthorized copies of or use any part of the Content except as specified herein and in accordance with applicable law. All titles and copyrights to the Content and the Service (including, without limitation, images, illustrations, graphics, photographs, animations, video, audio, music, text, scripts, "applets", files, URL's, documents and interactive features included in or available through the Service), are the property of Company or its licensors. You agree to comply with all applicable copyright laws in connection with your use of the Service and Content. In addition to what is stipulated in these Terms of Service, the Company may take appropriate measures to protect copyright in the Content.

8.3 Trademarks. You may not use any of the trademarks found within the Service except as specified herein and in accordance with applicable law. You may not copy, display or use any of the trademarks without the prior written permission of the owner. Any unauthorized use may violate trademark laws, the laws of privacy and publicity, as well as civil or criminal laws. The marks listed below are registered trademarks of the Company, its direct or indirect parent companies, and/or its Affiliates, licensors or third party owners. Nothing contained in the Service should be construed as granting by estoppel or otherwise, any license or right to use any trademark. Please note that the following list of brands is updated periodically. Therefore, neither this list nor its updates are inclusive of all brands. For questions regarding any of the marks or the following list of marks, please direct your inquiries to ExcelCR Ltd, Attn: Business and Legal Affairs, ROOM 1001, 10/F, TOWER B, NEW MANDARIN PLAZA 14 SCIENCE MUSEUM ROAD TSIMSHATSUI EAST, KL. The “ExcelCR” mark, the “ExcelCR” logo and other trademarks used in the Service are the registered trademarks of their respective owners.

8.4 Company's Rights in Respect to Materials You Post. By sending messages, opinions, entering data or engaging in any other form of communication through the Service (if permitted by the Company) or through the Company's official social networks, you declare that you have all rights to publish such materials , that these do not violate the rights of third parties, and that you agree that the Company may copy, sublicense, adapt, transmit, publicly perform or display any of such content to provide and/or promote the Service and/or respond to any legal requirement, demand or threat. If Company's use of such content implies any ownership rights you may have in such material, you agree that Company has an unrestricted, royalty-free, non-exclusive, and perpetual right to use such content throughout the world. . You agree that any loss or damage of any kind that occurs as a result of the use of any message, content or material that you upload, post, transmit, display or otherwise make available through your use of the Service It is solely your responsibility. In the same way, you are solely responsible for monitoring and protecting the intellectual property rights that may belong to you on those publications that you will post on social networks, including, but without implying any limitation to messages, texts, illustrations, data , files, images, graphics, photos, comments, sounds, music, videos, information, content and/or other elements. The Company does not bear or accept any liability on your behalf.

8.5 Action for infringement of intellectual property rights. If the Company receives or reasonably suspects notice that you have engaged in conduct that violates any of the Company's or its Affiliates' or any third party's intellectual property rights, the Company may suspend or terminate your access to the Service, without prior notice. If the Company acts in accordance with this Section, the Company will have no liability to you, including for any amounts you have previously paid or any credits you have on the Service.

8.6 Compliance with the Copyright Protection Law, in the Digital Millennium. If you are a copyright owner or an agent thereof, and you believe that user-submitted materials, or other non-Company materials, violate your rights, you may submit a notice under the Copyright Protection Act. Digital Millennium Copyright Act (DMCA) by providing our copyright agent (listed below) with the following

information in writing (see 17 U.S.C § 512(c)(3) for further details): (a) a physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed, (b) identification of the copyrighted work claimed to have been the subject of of infringement, or, if a single notification covers multiple copyrighted works on the Service, a representative list of such copyrighted works on the Service, (c) identification of the material that is claimed to be infringing or of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Video Greetings to locate the material; (d) information reasonably sufficient to allow Video Greetings to contact the complaining party, such as an address, telephone number, and, if available, an email address where the complaining party can be contacted, (e) a statement that the complaining party has a good faith belief that the use of the material in question was not authorized by the copyright owner, its agent, or the law, and (f) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

The Company's designated agent for receipt of notifications regarding alleged copyright infringement is: Richard Kelly Admission – ExcelCR Ltd Address: ROOM 1001, 10/F, TOWER B, NEW MANDARIN PLAZA 14 SCIENCE MUSEUM ROAD TSIMSHATSUI EAST, KL

9. Standard Terms

9.1 Resources. You agree that any unauthorized use of the Service and any technology contained therein could cause Company irreparable harm for which monetary damages would not suffice. Therefore, in such event, the Company shall be entitled, in addition to other remedies available at law and in equity, to immediate injunctive relief against you and to prevent any unauthorized use. Nothing in this Section or elsewhere in these Terms of Service shall be construed to limit the remedies available pursuant to legal or other claims Company may have under independent legal authority. You understand and agree that the termination of your ExcelCR account is your sole right and remedy with respect to any dispute with the Company.

9.2 Indemnification. You agree to defend, indemnify, and hold harmless the Company from any and all claims, losses, damages, liabilities, deficiencies, judgements, liens, fines, costs, and other expenses (including reasonable attorneys' fees) that arising out of or in connection with your use of the Service, or any breach by you of these Terms of Service, and you agree to reimburse Company, upon request, for any losses, costs or expenses in which they incur because of it.

9.3 Term; termination. The term of these Terms of Service will remain in effect until terminated as described herein. These Terms of Service and your rights to access, download and use the Service are subject to immediate termination, without notice, (a) if you breach (or Company reasonably suspects that you have breached) any provision of these Terms of Service Terms of Service, or (b) upon Company's discontinuation of the dissemination or support of the Service. If such termination without notice is expressly prohibited by applicable law, then such termination will occur upon notice of any such breach. Upon termination, you must stop using the Service, entirely. If the Company terminates these Terms of Service or suspends your ExcelCR Account for any of the reasons set forth in these Terms of Service, the Company will have no obligation or liability to you and will not refund any amounts you have paid with anteriority.

9.4 LEGAL NOTES; LIMITATION OF LIABILITY.

9.4.1 YOU UNDERSTAND AND AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK. EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICE IS PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND BY THE COMPANY OR ITS AFFILIATES, AS APPLICABLE, AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY,

FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE. EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICE IN RESPECT OF PERFORMANCE, ACCURACY, RELIABILITY, SECURITY, CAPACITY, CURRENCY, OR OTHERWISE. YOU SHALL NOT HOLD THE COMPANY OR ITS AFFILIATES LIABLE FOR ANY DAMAGES ARISING OUT OF YOUR ACCESS (INCLUDING ANY SOFTWARE OR SYSTEMS YOU USE TO ACCESS) THE SERVICE, INCLUDING, WITHOUT LIMITATION, DAMAGES TO ANY COMPUTER, SOFTWARE OR SYSTEMS, OR PORTABLE DEVICES IT IS REGISTERED THAT YOU USE TO ACCESS IT. THE OPERATION OF THE SERVICE IS NOT WARRANTED TO BE UNINTERRUPTED OR ERROR-FREE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ANYONE SHALL CREATE ANY WARRANTY REGARDING THE COMPANY OR ITS AFFILIATES.

9.4.2 THE COMPANY DOES NOT WARRANT THAT THE SERVICE WILL BE COMPATIBLE WITH ANY REGISTERED PERSONAL COMPUTER, CD OR DVD PLAYER, CD OR DVD RECORDER, OR PORTABLE DEVICE. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR SYSTEMS WORK PROPERLY WITH THE SERVICE; AND UNLESS OTHERWISE INSTRUCTED BY COMPANY, USE OF THE MOBILE APPLICATION IS LIMITED TO THE APPROPRIATE DEVICE AND/OR APPROPRIATE OPERATING SYSTEM TO ACCESS THE MOBILE APPLICATION. THE COMPANY DOES NOT ACCEPT ANY LIABILITY WHATSOEVER FOR LACK OF AVAILABILITY OF THE APPLICATION OR ANY DIFFICULTY OR INABILITY TO DOWNLOAD OR ACCESS MOBILE CONTENT OR FOR ANY OTHER COMMUNICATION SYSTEM FAILURE WHICH MAY RESULT IN THE MOBILE APPLICATION NOT AVAILABLE.

9.4.3 THE SERVICE MAY CONTAIN VIEWS, ADVICE, STATEMENTS AND OPINIONS, WHICH REPRESENT THE VIEWS, ADVICE, OPINIONS AND STATEMENTS OF THE INDIVIDUAL AUTHORS AND NOT NECESSARILY THOSE OF ANY AFFILIATED COMPANY. THE COMPANY DOES NOT REPRESENT OR ENDORSE THE ACCURACY OR RELIABILITY OF ANY POINT OF VIEW, ADVICE, OPINION, STATEMENT OR OTHER INFORMATION PROVIDED BY SUCH AUTHORS. SUCH POINTS OF VIEW, OPINIONS, ADVICE, STATEMENTS OR OTHER INFORMATION ARE SOLELY THOSE OF THE AUTHORS AND CANNOT BE ATTRIBUTED TO THE COMPANY OR ITS AFFILIATES. ANY RELIANCE PLACED ON SUCH VIEWS, OPINIONS, ADVICE, STATEMENTS OR OTHER INFORMATION IS ALSO AT YOUR OWN RISK. THE COMPANY SHALL NOT BE LIABLE TO ANYONE FOR ANY INACCURACY, ERROR, OMISSION, INTERRUPTION, TIMELINESS, INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHT, INTEGRITY, DELETION, DEFECT, MALFUNCTION, FAILURE IN COMMUNICATION LINES, ALTERATION OR USE OF THE WORKS OF THE AUTHOR, REGARDLESS OF THE CAUSE, OR FOR ANY DAMAGE THAT RESULTS THEREFORE. THE COMPANY ASSUMES NO RESPONSIBILITY AND SHALL NOT BE LIABLE FOR ANY DAMAGES OR VIRUSES THAT DAMAGE YOUR COMPUTER OR OTHER PROPERTY, DUE TO YOUR ACCESS TO OR USE OF THE AUTHOR'S MATERIALS.

9.4.4 IN NO EVENT SHALL COMPANY BE LIABLE FOR DIRECT, CONSEQUENTIAL, EXEMPLARY, SPECIAL, INDIRECT, INCIDENTAL OR PUNITIVE, LOST PROFITS, DAMAGES HOWEVER CAUSED, ARISING OUT OF OR IN CONNECTION WITH THE SERVICE, THESE TERMS OF THE SERVICE OR THE SUBJECT OF ANY OF THE FOREGOING, UNDER NO THEORY OF LIABILITY, INCLUDING, BUT NOT LIMITED TO: (1) DAMAGES RESULTING FROM LOSS OF DATA, LOST PROFITS, LOSS OF USE OF SERVICE AND ANY DOWNLOAD OR RELATED EQUIPMENT , DOWNTIME AND USER TIME, EVEN IF COMPANY AND ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES (2) DAMAGES ARISING OUT OF YOUR USE OF THE SERVICE IN VIOLATION OF THESE TERMS OF SERVICE, IN PARTICULAR LIMITATIONS REGARDING USE. UNDER NO CIRCUMSTANCES

SHALL COMPANY OR ITS AFFILIATES BE LIABLE FOR ANY UNAUTHORIZED USE OF ANY CONTENT OR ANY USE OF THE SERVICE TO DEVELOP, DISTRIBUTE OR USE ANY MATERIAL THAT IS DEFAMATORY, LIBULOUS, OBSCENE OR GIVES A FALSE IMPRESSION OF ANYONE, CONSTITUTES AN INVASION OF ANY RIGHT TO PRIVACY OR AN INFRINGEMENT OF ANY RIGHT TO PUBLICITY, VIOLATES OR INFRINGES THE RIGHTS OF ANY THIRD PARTY, OR VIOLATES ANY FOREIGN, FEDERAL, STATE OR LOCAL LAW OR REGULATION.

9.4.5 SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SUCH EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. TO THE EXTENT IN A PARTICULAR CIRCUMSTANCE, ANY NOTICE OR LIMITATION ON DAMAGES OR LIABILITY SET FORTH HEREIN IS PROHIBITED BY APPLICABLE LAW, THEN, IN LIEU OF THE PROVISIONS HEREIN IN SUCH PARTICULAR CIRCUMSTANCE, COMPANY SHALL BE ENTITLED TO THE MAXIMUM DISCLAIMERS AND/OR LIMITATIONS ON DAMAGES AND LIABILITY AVAILABLE AT LAW AND IN EQUITY BY SUCH APPLICABLE LAW IN SUCH PARTICULAR CIRCUMSTANCE. IN NO EVENT SHALL SUCH DAMAGES OR COMPANY'S TOTAL LIABILITY EXCEED THE CHARGES PAID BY YOU IN THE LAST 12 MONTHS OR $10, WHICHEVER IS GREATER.

9.5 Applicable Law and Territorial Jurisdiction. These Terms of Service and your use of the Service shall be governed by the laws of the State of Florida, excluding (i) its principles of conflicts of law, (ii) the United Nations Convention on Sales Contracts Convention of Goods, (iii) the 1974 Convention on the Limitation Period in the International Sale of Goods, and (iv) the Protocol amending the 1974 Convention, done at Vienna on April 11, 1980. You agree that any claim or controversy with the Company or any Affiliate or arising out of or in connection with these Terms of Service, the Service, or your use of any of these, shall be brought in an appropriate state or federal court located in Miami-Dade County, Florida. You agree to submit to the exclusive jurisdiction and venue of these courts and waive any objection to the jurisdiction, venue, or improper venue of such courts. THE PARTIES SHALL NOT RAISE A DISPUTE IN CONNECTION WITH THEREOF, AND HEREBY WAIVE TRIAL BY JURY AND/OR ANY DEFENSE BASED ON TERRITORIAL JURISDICTION, IMPROPER COURT, LACK OF PERSONAL JURISDICTION, SUFFICIENCY OF NOTICE OF PROCEDURAL ACTS, OR OTHERWISE SIMILAR REASONS IN ANY SUCH ACTIONS OR LITIGATION. To the extent permitted by law, the provisions of these Terms of Service shall supersede the provisions of the Uniform Commercial Code and the Uniform Electronic Transactions Act which may be adopted or applied to the Service in any competent jurisdiction.

9.6 Entire Agreement and Severability. These Terms of Service, the Privacy Policy, the Purchase Terms and the payment authorization (including any amendments or revisions made by the Company to any of these documents) together constitute the entire agreement between you and the Company with respect to its subject matter. , and supersedes all prior and/or contemporaneous agreements and understandings, whether written or oral, between you and the Company, with respect to the subject matter hereof. Except as expressly provided herein, these Terms of Service may not be amended, modified or supplemented by the parties in any way, except by means of a written instrument signed by an authorized officer of the Company. If any part of these Terms of Service is determined by a court of competent jurisdiction to be invalid or unenforceable, the remainder of these Terms of Service will be construed to reasonably reflect the intent of the parties. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or content of such section. Nothing herein shall be deemed waived (by any act or omission) unless such waiver is in writing and signed by an authorized officer of the Company. These Terms of Service shall be binding upon and inure to the benefit of each party's successors and assigns, provided that you may not assign or transfer these Terms of Service, in whole or in part, without the prior written consent of an officer authorized by the Company.

9.7 Subsequent Owner of the Service; Merger/acquisition of the Company. By using the Service, you agree that the Company or one of its companies may, upon any merger, acquisition, or sale of the Service, or all or substantially all of the Company's assets, assign its rights and obligations in connection with the Service to a subsequent applicable owner or operator. In the event of any such merger, acquisition, or sale, your continued use of the Service signifies your agreement to be bound by the Terms of Service and the privacy policy of the Service's subsequent owner or operator.

9.8 Survival. The paragraphs of these Terms of Service titled “Indemnification,” “Limitation of Liability,” “Choice of Law and Jurisdiction,” “Charges and Billing,” “Company Rights to Materials You Post,” “Remedies,” and “Resignations” will survive its termination.

10. Definitions

“Affiliates” means the Company and its direct and indirect parents, agents, employees, licensors, distributors, business partners, suppliers and affiliates (and each of the respective officers, directors, employees and agents of the foregoing entities).

“ExcelCR Account” means a user account registered with the Service.

“ExcelCR Content” means the music, images, text and other materials that you may obtain or access digitally from the Service, the content of which is owned by Company or third-party licensors.

“Privacy Policy” means the Company's Privacy Policy which can be consulted by clicking on the link at the bottom of the main page of the Service, which may be amended, modified, or revised from time to time by the Company as indicated in the terms of the Privacy Policy.

“Registration Information” means the information you provide to the Company or the Service when you register for a ExcelCR account and during the setup process you undertake to use the Service (including a unique member (user) name, a password and your valid email address).

11. Questions.

If you have any questions or comments about these Terms of Service, please feel free to email us at contact@excelcr.net.

Any rights not expressly granted herein are reserved.