EARTH51 makes available information, materials, products (including software), and services on our Web site located at www.earth51.com (the “the Site”), subject to the following terms and conditions. These Terms of Use (“Terms of Use”) apply to the Site, as well as any features or content we may add in the future. By accessing or otherwise using the Site, you agree to the terms and conditions as outlined in this legal notice.

Please carefully review the following terms and conditions.

Use of the Site

You may download, view, copy and print documents and graphics incorporated in the Site (the “Documents”) from the Site subject to the following: (a) the Documents may be used solely for personal, informational, non-commercial purposes; and (b) the Documents may not be modified or altered in any way. Except where your use constitutes “fair dealing” under copyright law, you may not otherwise modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Site. As a condition of your use of the Site, you warrant to Earth 51 that you will not use the Site for any purpose that is unlawful or prohibited by these Terms of Use. You may not use the Site in any manner that could damage, disable, overburden, or impair any Earth 51 server, or the network(s) connected to any Earth 51 server, or interfere with any other party’s use and enjoyment of any the Site. You may not attempt to gain unauthorized access to any the Site, other accounts, computer systems or networks connected to any Earth 51 server or to any of the Site, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Site. Earth 51 reserves the right to revoke access and use of the Site and any such use shall be discontinued immediately upon notice from Earth 51.

Use of the Site

Any use of software and accompanying documentation you download from the Site, if any, is subject to the terms of a software license agreement between you and Earth 51. You must read the license agreement and indicate your agreement to its terms prior to installing or using the software. All rights, title and interest not expressly granted are reserved.

Warranties, Disclaimers and Limitation of Liability

To the fullest extent permitted by law and except as expressly provided for in these Terms of Use or otherwise in an agreement between you and Earth 51, all software, services, Documents, third-party links and information on the site are provided “as is” without any other warranties or conditions, express or implied and Earth 51 shall have no other obligations, duties or liabilities whatsoever in contract, tort, statutory duty or otherwise to you. If you wish to rely on any information contained on this Site, you are strongly advised to seek further verification specific to your requirements from an appropriate source.

So far as is permitted by law Earth 51 makes no warranty to you as to the quality of the software, services, Documents, third-party links and information on the site or their fitness for any particular purpose.

Earth 51 shall not have any liability to your for loss of revenue, business, anticipated savings or profits or any loss of use or value of any equipment or loss of reputation or goodwill or for any indirect or consequential loss howsoever arising.

Nothing in these Terms of Use:- (a) exclude or restrict Earth 51 for liability in respect of the death or personal injury or fraud resulting from Earth 51’s negligence, its employees or agents; (b) exclude the conditions and warranties implied by Section 12 of the Sale of Goods Act 1979 and where you deal as a consumer, the conditions implied by sections 13 to 15 inclusive of the said Act and by sections 3 and 4 of the Supply of Goods and Services Act 1982; or (c) where you deal as a consumer, affect your statutory rights.

Earth 51 disclaims all liabilities in connection with the following :

• loss of material uploaded
• incompatibility of the Site with any of your equipment, software or telecommunications links
• technical problems including errors or interruptions of the Site
• unsuitability, unreliability or inaccuracy of the Site
• viruses, against which you are expected to take all appropriate safeguards.

Nothing in these Terms of Use shall prevent Earth 51 from pursuing payment of a debt against the Customer.

Where you access this Site from locations outside the United Kingdom, you do so on your own the initiative and you are responsible for compliance with local laws.

The Site can be accessed from other countries around the world and may contain references to Earth 51 products, services and programs that have not been announced in your country. These references do not imply that Earth 51 intends to announce such products, services or programs in your country.

Indemnification

As a condition of access to this Site, you agree to indemnify and Earth 51 its agents, employees and licensors for all losses, costs, fees (including legal fees) and expenses or liabilities and including third party claims, arising from any breach by you of these Terms of Use or any rules and regulations of competent authority relating to the appropriate use of the internet and information technology equipment or breach by you of any contract between you and Earth 51 and against any fines or penalties imposed by any regulatory, advertising or trading body or authority in connection with your use of the Site, including but not limited to infringement of any copyright or violation of any proprietary or privacy right.

Forward-Looking Statements Disclaimer

The Site may now, or hereafter from time to time, contain forward-looking statements or information regarding Earth 51 that involve risks or uncertainties, and these may pertain to: (i) the projection of revenues, income, earnings per share, capital expenditures, dividends, capital structure or other financial items; (ii) the plans, objectives and/or projections of Earth 51 for future operations, including those relating to the products or services of Earth 51; (iii) future economic performance; (iv) assumptions underlying or relating to any of the forgoing statements or information; and (v) any other projections, estimates or forward-looking statements. All such statements and information are forward-looking statements within the meanings of Section 27A of the. Securities Act of 1933 of the United States of America, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. The statements contained on the Site that are not purely historical are forward-looking statements. Such forward-looking statements are based upon, or will be based upon, the then current views of Earth 51 or its management with respect to future events, plans or expectations and are subject to a number of risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, Earth 51’s actual results, performance or achievements could differ materially from those expressed in, or implied by, any such forward-looking statements. The inclusion of forward-looking statements should not be regarded as a representation by Earth 51 or any other person that future events, plans or expectations contemplated by Earth 51 will be achieved. Earth 51 undertakes no obligation to release publicly any updates or revisions to any such forward-looking statements that may reflect events or circumstances occurring after the date posted.
For further detail and information concerning potential factors which could cause future events, plans or expectations to materially differ or concerning Earth 51 in general, please consult Earth 51’s documents and reports now or hereafter on file with the U.S. Securities and Exchange Commission, particularly Earth 51’s most recently filed Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.

Privacy Policy

View Earth 51’s Website Privacy Policy. The Privacy Policy is an integral part of this Terms of Use and should be read as if the Terms of Use and the Privacy Policy are one integrated document.

Links to Third-Party Web Sites

The Site may contain links to third-party Web sites, which are not under the control of Earth 51. Earth 51 makes no representations whatsoever as to any other Web site to which you may have access through the Site. When you access a non-Earth 51 Web site, you do so at your own risk and Earth 51 is not responsible for the accuracy or reliability of any information, data, opinions, advice or statements made on these sites. Earth 51 provides these links merely as a convenience and the inclusion of such links does not imply that Earth 51 endorses or accepts any responsibility for the content or uses of such Web sites. You agree that under no circumstances will you hold Earth 51 liable for any loss or damage caused by use of or reliance on any content, goods or services available on other sites.

Modification to the Site

Earth 51 reserves the right to modify or discontinue, temporarily or permanently, the Site (or any part thereof) with or without notice. You agree that Earth 51 will not be liable to you or to any third party for any modification, suspension or discontinuance of the Site.

Export Control Laws

You may not access, download, use or export the Site, or the content, software, products or services provided on the Site in violation of U.S. export laws or regulations, or in violation of any other applicable laws or regulations of any member state of the European Union. You agree to comply with all export laws and restrictions and regulations of any United States, European Union Member State or other governmental agency or authority, and not directly or indirectly to provide or otherwise make available the services and products of Earth 51 in violation of any such restrictions, laws or regulations, or without all necessary approvals, including, without limitation, for the development, design, manufacture or production of nuclear, chemical or biological weapons of mass destruction. As applicable, you shall obtain and bear all expenses relating to any necessary licenses and/or exemptions with respect to your own use of the services of Earth 51 outside the European Union. Neither the services of Earth 51 nor the underlying information or technology may be downloaded or otherwise provided or made available, either directly or indirectly in contravention of any UK export control legislation, or to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals and Blocked Persons or the U.S. Commerce Department’s Table of Denial Orders. By agreeing to these Terms and Conditions of Use, you agree to the foregoing and represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.

Copyright and Intellectual Property Ownership

Copyright © 2005 by Earth 51. All rights reserved. Copyright herein is claimed by Earth 51 or its affiliates and is further protected under United States Copyright Act, Title 17, U.S. Code § 117. Except as otherwise permitted herein, no content on the Site may be reproduced in any form or by any means without the prior written consent of Earth 51. All other rights, title and interest not expressly granted are reserved. Elements of the Site are protected by trade dress and other laws and may not be copied or imitated in whole or in part.

Trademark Information

EARTH 51 is a registered trademark of Earth 51. Earth 51 and the trademarks, logos and service marks (the “Marks”) displayed on the Site are the property of Earth 51 and its affiliates, or of their respective third-party owners. Use of the Marks is not permitted absent prior written consent of Earth 51 or of the respective third-party owner. For further information on the use of Earth 51’s Marks, please see Trademark Notice.

General

The Terms of Use and all future agreements you shall enter into with Earth 51, unless otherwise indicated on such other agreement, shall be governed by English Law and subject to the non-exclusive jurisdiction of the English Courts, without regards to the conflicts of laws principles thereof or the United Nations Convention on International Trade Law. Earth 51 makes no representation that materials on the Site are appropriate or available for use in other locations, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access the Site from other locations do so on their own initiative and are responsible for compliance with local laws. You agree that no joint venture, partnership, employment or agency relationship exists between you and Earth 51 as a result of this agreement or use of the Site. If a court of competent jurisdiction deems any provision of this Terms of Use unenforceable, that provision will be enforced to the maximum extent permissible, and the remaining provisions will remain in full force and effect.