Terms Of Use Agreement

Welcome to stcusa.com ("Web site").

Please read the following Agreement carefully. This Agreement, as well as the Privacy Policy of Securities Training Corp. ("STC") and all applicable laws and regulations, strictly governs your use of the Web site and the Content as defined below. By clicking the "I Accept" box below, you agree that you have read, understand, agree to and are bound by the terms, conditions and limitations contained in this Agreement. If you click the "I Decline" box, you will not receive access to certain online services offered through the Web site. You may however, contact a customer service representative at STC via telephone for assistance. Simply call 1-800-782-1223 between the hours of 9:00 a.m. and 5:00 p.m. (E.S.T.) and a customer service representative should be available to assist you.

This Agreement continues to be binding upon you, and remains effective, each time that you use or access the Web site. However, this Agreement may be amended at any time and from time to time in the sole discretion of STC. Any amendment shall be effective immediately upon posting on the Terms of Use page of the Web site. The Terms of Use page can be accessed regularly by clicking on the "Terms of Use" button. By accessing or using the Web site following the posting of an amendment to this Agreement, you agree to be bound by the terms and conditions set forth herein as amended.

Ownership Of Content

Unless otherwise noted, the content contained within or which comprises the Web site, including but not limited to all code, images, illustrations, designs, icons, photographs, data, text, logos and all other written or graphic material that are included in or are part of the Web site (collectively "Content") is owned by STC. STC owns, and expressly reserves, all worldwide right, title and interest in and to the Web site and the Content as well as the compilation thereof and all patents, patent applications, tradenames, trademarks, service marks, copyrights, copyright registrations and all other proprietary rights associated therewith. The Content is protected by United States and international copyright and trademark laws.

Use Of Content

The Content is provided to you for your own personal, noncommercial use only and for NO OTHER purpose or use. The right granted to you under this Agreement is limited, terminable, nonexclusive, nontransferable and revocable.

You shall not and will not, directly or indirectly, copy, reproduce, republish, upload, post, transmit, or distribute the Content, in any form or medium or by any means, electronic, mechanical, photocopying, recording, or otherwise, or store the Content in a retrieval system under any circumstances. You shall not, directly or indirectly, modify, disassemble or alter the Content or use the Content in any other media or location or for any other purpose. However, you may download one copy of the instructional materials (e.g., product updates, revisions, patches, etc.) offered, or schedules posted, through the Web site to a single computer solely for your personal, noncommercial use only, provided you keep intact, and prominently displayed, all copyright and other proprietary notices.

You shall not and will not sublicense, transfer, share, sell or otherwise distribute all or any portion of the Content to any third party, by any means whatsoever, whether or not for commercial, economic or financial purposes or gain. Nothing contained in this Agreement or in the Web site shall be construed as granting, by implication, estoppel or otherwise, any license or right to use the Content except as may be specifically permitted by this Agreement. It is expressly understood that nothing contained in this Agreement or in the Web site shall be construed as granting, by implication, estoppel or otherwise any license or right to use any logo, trademark, tradename or service mark contained within, or appearing on, the Web site except that such logo, trademark, tradename or service mark shall be kept intact in connection with the permitted use of the Content.

In addition to the foregoing, use of any software Content shall be governed by the software license agreement accompanying such software.

Disclaimer Of Warranties

The Content is provided to you as either a tool to assist you in obtaining a passing grade on an identified licensing examination or for the purposes of assisting you in satisfying certain continuing education requirements within the securities, insurance and financial industries.

THE WEB SITE AND ITS CONTENT ARE NOT INTENDED TO PROVIDE LEGAL, TAX, INVESTMENT OR FINANCIAL ADVICE OR TO BE COMPLETE ON THE SUBJECT MATTER CONTAINED THEREIN. STC AND ITS AFFILIATES, SUPPLIERS AND CONTRACTORS ARE NOT RESPONSIBLE FOR ANY ERRORS OR OMISSIONS OF CONTENT. THE WEB SITE AND THE CONTENT ARE PROVIDED TO YOU, THE USER, "AS IS," "WITH ALL FAULTS" AND WITHOUT WARRANTIES OF ANY KIND OR DESCRIPTION, EITHER EXPRESS OR IMPLIED. STC AND ITS AFFILIATES, SUPPLIERS AND CONTRACTORS CAN NOT AND DO NOT WARRANT THE ACCURACY, COMPLETENESS, CORRECTNESS, TIMELINESS OR NONINFRINGEMENT OF THE CONTENT, OR THE INFORMATION CONTAINED THEREON, AND FURTHERMORE DO NOT WARRANT THAT THE CONTENT, THE INFORMATION CONTAINED IN THE WEB SITE OR THE COMPLETION OF ANY COURSE OR SIMULATED EXAMINATION WILL EITHER ASSURE A PASSING GRADE ON A LICENSING EXAMINATION OR SATISFY ANY REQUIREMENTS, STATUTORY, REGULATORY OR OTHERWISE CONCERNING CONTINUING EDUCATION AS THE CASE MAY BE. YOU SOLELY BEAR THE RISK WITH RESPECT TO YOUR INDIVIDUAL ABILITY TO OBTAIN A PASSING GRADE ON A LICENSING EXAMINATION OR WITH RESPECT TO YOUR INDIVIDUAL COMPLIANCE WITH CONTINUING EDUCATION REQUIREMENTS.

DUE TO THE NATURE OF THE INTERNET, MALFUNCTIONS IN SOFTWARE AND HARDWARE, MECHANICAL ERRORS AND OTHER CONTINGENCIES, THE WEB SITE AND ITS CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND OR DESCRIPTION, EITHER EXPRESS OR IMPLIED. ADDITIONALLY, STC AND ITS AFFILIATES, SUPPLIERS AND CONTRACTORS DO NOT WARRANT THAT THE WEB SITE, ITS CONTENT OR ITS FUNCTIONS WILL BE CONTINUOUSLY AVAILABLE TO THE USER OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE HARDWARE OR SOFTWARE WHICH MAKE THE WEB SITE OR THE CONTENT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL OR DESTRUCTIVE COMPONENTS. YOU ARE SOLELY RESPONSIBLE AND ASSUME THE RISK FOR ANY AND ALL DAMAGE TO PROPERTY, LOSS OF DATA OR ECONOMIC INJURY WHICH OCCURS TO YOUR COMPUTER OR ITS SYSTEM AS A RESULT OF YOUR USE OF OR ACCESS TO THE WEB SITE OR ITS CONTENT.

IN FURTHERANCE OF THE FOREGOING AND TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, STC AND ITS AFFILIATES, SUPPLIERS AND CONTRACTORS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, AND IN PARTICULAR, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, ACCURACY OF INFORMATIONAL CONTENT AND ESSENTIAL PURPOSE.

STC SELLS ITS COURSES/TRAINING MATERIAL EXCLUSIVELY THROUGH ITS WEBSITE, BRANCH OFFICES AND AUTHORIZED AFFILIATES.

INTERNET USERS ARE ADVISED THAT COURSES SOLD ONLINE AT SITES OTHER THAN STCUSA.COM AND IDENTIFIED AS STC COURSES MAY, IN FACT, BE ILLEGALLY PHOTOCOPIED OR SECOND-HAND.

SUCH COURSES ARE NOT COVERED BY STC'S SERVICES AND GUARANTEE. SUCH SERVICES CAN ONLY BE PROVIDED TO STUDENTS WHO HAVE PURCHASED MATERIAL FOR THEIR OWN USE FROM STC'S WEBSITE, BRANCH OFFICES OR AUTHORIZED AFFILIATES.

Limitation Of Liability

UNDER NO CIRCUMSTANCES SHALL STC OR ITS AFFILIATES, SUPPLIERS OR CONTRACTORS BE LIABLE TO YOU, YOUR SPONSOR, EMPLOYER OR ANY ONE ELSE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE OR INCIDENTAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS OR LOST DATA, ARISING OUT OF OR RESULTING FROM ACCESSING OR USE OF THE CONTENT OR THE WEB SITE OR, CONVERSELY, THE INABILITY TO ACCESS OR USE THE CONTENT OR THE WEB SITE, EVEN IF STC OR ITS AFFILIATES, SUPPLIERS OR CONTRACTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY OF RECOVERY OR CIRCUMSTANCES UNDER WHICH THE DAMAGES ARISE INCLUDING WITHOUT LIMITATIOIN, BREACH OF CONTRACT, TORT, NEGLIGENCE, FAILURE OF PERFORMANCE, ERRORS, INACCURACIES, OMISSIONS, DEFECTS, TIMELINESS, INTERRUPTION, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, THEFT, DESTRUCTION, UNAUTHORIZED ACCESS, AND/OR LACK OF AUTHENTICITY OF ANY CONTENT. Subject to the "Choice of Law" provision set out below, since some jurisdictions do not permit the exclusion or limitation of liability for consequential or incidental damages, and as such, some portion of the above may not apply to you. In such jurisdictions, the liability of STC and its affiliates, suppliers and contractors shall be limited to the greatest extent permitted by law. IT IS EXPRESSLY AGREED THAT IN NO EVENT SHALL THE TOTAL LIABILITY OF STC OR ITS AFFILIATES, SUPPLIERS OR CONTRACTORS FOR ALL DAMAGES AND LOSSES ARISING OUT OF OR IN CONNECTION WITH THE USE OR NONUSE OF THE CONTENT OR THE WEBSITE EXCEED THE TOTAL AMOUNT PAID BY YOU, IF ANY, FOR ENROLLMENT IN THE LICENSING EXAMINATION COURSE OR THE CONTINUING EDUCATION COURSE, AS THE CASE MAY BE, WHICH GAVE REASON FOR YOUR ACCESSING THE WEB SITE.

Hyperlinks

The Web site may contain hypertext links to information created and maintained by other public or private organizations. STC does not operate or control in any respect, any information, products or services contained in or promoted or provided by those third-party sites. STC does not control or guarantee the accuracy, relevance, timeliness or completeness of the information contained within those third-party sites. Further, the inclusion of links to external sources is not intended to endorse any views expressed on those third-party sites, any product, service or other material offered on those sites, or the organizations sponsoring those sites. YOU ASSUME SOLE RESPONSIBILITY FOR YOUR USE OF THIRD-PARTY SITES.

Choice Of Law

YOUR ACCESS TO AND USE OF THE WEB SITE AND THE TERMS OF THIS AGREEMENT ARE AND SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAW PROVISIONS OF ANY GIVEN JURISDICTION AND WITHOUT REGARD TO LOCATION OF THE USER.

Forum

ANY AND ALL DISPUTES WHICH MAY ARISE AS A RESULT OF OR BY REASON OF YOUR USE OF THE WEB SITE OR THE CONTENT SHALL BE LITIGATED BEFORE A COURT LOCATED IN THE STATE OF NEW YORK TO THE EXCLUSION OF THE COURTS OF ANY OTHER STATE OR COUNTRY. YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY CONSENT AND SUBMIT TO THE EXCLUSIVE JURISDICTION OF THE FEDERAL AND STATE COURTS LOCATED WITHIN THE STATE OF NEW YORK SOLELY FOR THE PURPOSE OF SUCH DISPUTES AND FURTHER WAIVE ANY CLAIM THAT SUCH COURTS DO NOT HAVE JURISDICTION OVER THE DISPUTE OR THAT THE VENUE IN ANY SUCH COURT IS NOT APPROPRIATE OR CONVENIENT.

Termination

STC may change, suspend or discontinue the Web site in its entirety or any aspect of the Web site at any time and from time to time, in its sole and absolute discretion without notice or liability. STC may also impose limits on certain features and services or restrict access to all or a portion of the Web site at any time and from time to time, in its sole and absolute discretion without notice or liability.

Severability

If any provision of this Agreement shall, in whole or in part, be determined to be invalid, unenforceable or void for any reason, such determination shall affect only the portion of the provision determined to be invalid, unenforceable or void, and shall not affect in any way the remainder of the provision or any other provision of this Agreement and the invalid, unenforceable or void provision shall be reformed without further action by either you or STC to extent necessary to make such provision valid and enforceable and to achieve to like fundamental benefits, effect and intent of such provision.