PEDIGREE USER AGREEMENT

The following describes the terms upon which Pedigreesecure.com offers you access to its services:

This User Agreement ("Agreement") is a contract between you and PedigreeSecure.com, Inc. and applies to your use of the PedigreeSecure.com electronic data storage service, provided through its website, www.PedigreeSecure.com.com (collectively the "Service"). If you do not agree to be bound by the terms of this User Agreement, please do not use or access our Services.

PedigreeSecure.com requires that you must read and knowingly accept all of the terms and conditions contained in this User Agreement, the Privacy Policy, and its website, expressly set out below and incorporated by reference, before you become a member of PedigreeSecure.com. Also be advised that underlined words and phrases are links to other pages of this Agreement. Your acceptance of the User Agreement implies that you have also accessed and read the information contained in the other sections referred to in this document. Please note that the Privacy Policy section of this site may contain further terms and conditions that apply to you as a PedigreeSecure.com user.

1. Eligibility. USER MUST BE 18+ YEARS OF AGE. To ensure that only individuals who can legally enter into and form contracts (under applicable law) use this site, only those persons over the age of 18 years can register on this site. Our service is not available to minors.

2. The Agency Relationship between You and PedigreeSecure.com.

By faxing your “Principal Domestic Business Office,” statement to PedigreeSecure.com, you authorize PedigreeSecure.com to perform its registration investigation and verification activities on your behalf. This “Principal Domestic Business Office” designation is solely for the purpose of registering your pedigree statements, and to facilitate on your behalf the (electronic) filing of your pedigrees by PedigreeSecure.com, to Federal, State, and local agencies, upon your request. This “agency” relationship is restricted to the performance of Pedigree verifications and is the only business that PedigreeSecure.com is authorized to perform on your company’s behalf. Your agreement to the terms herein constitutes your assent to the agency relationship with PedigreeSecure.com. As “Principal,” you denominate that PedigreeSecure.com will perform the Pedigree search on your behalf and render an account of its investigation results to you. THIS AGENCY RELATIONSHIP IS DISSOLVED WHEN YOU CEASE YOUR MEMBERSHIP IN THIS SITE AND BY EXPRESS REVOCATION IN THE FORM OF A LETTER FAXED TO PEDIGREESECURE.COM’S FAX MACHINE. TERMINATION OF THE AGENCY RELATIONSHIP CAN ONLY BE PERFECTED BY A WRITTEN STATEMENT, AS THE AGENCY RELATIONSHIP IS DEEMED TO BE AN AUTHORITY, COUPLED WITH AN INTEREST, BY OPERATION OF LAW.

PedigreeSecure.com has the right to renounce its agency relationship if it determines that a fraud is being committed by you, the principal. Also, PedigreeSecure.com has the right to take legal action in the event that it determines that a fraud was executed on it, with criminal and/or willful intent.

PedigreeSecure.com is data storage service geared toward effective regulatory compliance. Our services are designed to facilitate the registration, investigation, storage, and retrieval on demand of pharmaceutical pedigrees. We act as your agent, based upon your direction, your requests to use our Services, and perform tasks solely upon your request and behalf. You are fully aware and understand that under the legal definition of agency, which applies here, the acts of PedigreeSecure.com as your agent are, nonetheless, the acts of you, the principal. Therefore, PedigreeSecure.com registers, investigates, stores, and upon request, retrieves pedigrees, electronically, and only per your instructions.

3. PedigreeSecure.com is only an Electronic Data Storage company. PedigreeSecure.com hosts, maintains and provides its service to you via the Internet. Please note that besides investigating the pedigree of your prospective purchases, we do not have any control over the pharmaceutical products or delivery of services that may result after using our pedigree registration service. We cannot ensure that a buyer or a seller you are dealing with will actually complete a transaction to your satisfaction.

4. Identity Authentication. You authorize PedigreeSecure.com, directly or through third parties, to make any inquiries we consider necessary to validate your registration. This may include ordering a credit report, performing other credit checks, or verifying the information that you provide against third party databases. However, because user verification on the Internet is difficult, PedigreeSecure.com cannot and does not guarantee any user's identity.

5. Release. In the event that you have a dispute with a seller or buyer, you release PedigreeSecure.com (and our officers, directors, agents, subsidiaries, joint ventures and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes.

6. No Warranty. PEDIGREESECURE.COM, IT’S EMPLOYEES AND OUR AFFILIATES PROVIDE OUR SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. WE SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights that vary from state to state.

7. Limitation of Liability. IN NO EVENT SHALL PEDIGREESECURE.COM, ITS SUBSIDIARIES, EMPLOYEES, OR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR WEB SITE, OUR SERVICE, OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE). Some states do not allow the exclusion or limitation of incidental or consequential damages so the above limitation or exclusion may not apply to you.

OUR LIABILITY, AND THE LIABILITY OF OUR, EMPLOYEES AND AFFILIATES, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE ACTUAL AMOUNT OF DIRECT DAMAGES. THIS WOULD EQUATE TO THE COST OF THE PURCHASE OF THE PEDIGREE SEARCH. PEDIGREESECURE.COM IS NOT LIABLE FOR COUNTERFEIT OR TAINTED PRODUCT THAT CAN RESULT IN BEING DISTRIBUTED AMONGST DISTRIBUTORS, EVEN IF THE PEDIGREE STATEMENT IS VERIFIED, VALIDATED, OR CONFIRMED BY PEDIGREESECURE.COM. YOU UNDERSTAND THAT PEDIGREESECURE.COM’S RESPONSIBILITY IS SOLELY TO VALIDATE THAT THE INFORMATION PROVIDED BY THE SELLER IS ACCURATE ACCORDING TO THE INFORMATION THAT THE SELLER PROVIDES ON THE PEDIGREE STATEMENT. INACCURATE REPRESENTATION BY THE SELLER AS TO THE PEDIGREE OF ITS PRODUCTS IS THE SOLE RESPONSIBILITY OF THE SELLER.

8. Indemnification. You agree to indemnify and hold PedigreeSecure.com, its subsidiaries, affiliates, officers, directors and employees harmless from any claim or demand (including attorneys' fees) made or incurred by any third party due to or arising out of your breach of this Agreement, or the documents it incorporates by reference, or your violation of any law or the rights of a third party relating to your use of the Service.

9. Restricted Activities. The pedigree information and payments that you provide through our Service:

a. shall not be false, inaccurate or misleading;
b. shall not be fraudulent or involve the sale of counterfeit or stolen items;
c. shall not infringe on any third party's copyright, patent, trademark, trade secret or other property rights or rights of publicity or privacy;
d. shall not violate any law, statute, ordinance, contract or regulation (including, but not limited to, those governing pharmaceutical distribution, consumer protection, unfair competition, antidiscrimination, or false advertising);
e. shall not be defamatory, trade libelous, unlawfully threatening or unlawfully harassing;
f. shall not be obscene or contain child pornography;
g. shall not contain any viruses, Trojan horses, worms, time bombs cancel bots, Easter eggs or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or other personal information;
h. shall not create liability for PedigreeSecure.com or cause us to lose (in whole or in part) the services of our ISP's or other suppliers. If you use, or attempt to use the Service for purposes other than sending and receiving pedigree information and payments, including but not limited to tampering, hacking, modifying or otherwise corrupting the security or functionality of PedigreeSecure.com’s service, your account will be terminated and you will be subject to damages and other penalties, including criminal prosecution where available.

10. License. Solely to enable PedigreeSecure.com to use the information you supply us with, so that we are not violating any rights you might have in that information, you agree to grant us a non-exclusive, worldwide, royalty-free, perpetual, irrevocable, sub-licensable (through multiple tiers) right to exercise the copyright, publicity, and database rights (but no other rights) you have in Your Information, excepting those enumerated or outlined in our Privacy Policy.

11. Legal Disputes. In the event that a dispute arises between you and PedigreeSecure.com, our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, you and PedigreeSecure.com agree that any controversy or claim at law or equity that arises out of this Agreement or PedigreeSecure.com's services ("Claims") shall be resolved in accordance with one of the subsections below, or as otherwise mutually agreed upon in writing by the parties. Before resorting to these alternatives, PedigreeSecure.com strongly encourages users first to contact PedigreeSecure.com directly to seek a resolution. PedigreeSecure.com will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation, as an alternative to litigation.

a. Arbitration. You or PedigreeSecure.com may elect to resolve any dispute through binding arbitration administered by the American Arbitration Association, in accordance with their applicable rules. Arbitration may be conducted via telephone, on-line, and will not mandate a personal appearance unless required under the arbitration rules. Arbitration may also be based solely upon written submissions (where no in-person appearance is required). Any judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

b. Court. Alternatively, any Claim may be adjudicated by a court of competent jurisdiction located in Delaware, preferably, the Court of Chancery, or where PedigreeSecure.com is physically located, in Bergen County, New Jersey). You and PedigreeSecure.com agree to submit to the personal jurisdiction of the courts located within the Bergen County, New Jersey.

c. Alternative Dispute Resolution. PedigreeSecure.com will consider use of other established forms of alternative dispute resolution, mutually agreed upon by the parties, to be held in New Jersey or another location mutually agreed upon by the parties.

12. PedigreeSecure.com takes the position that when parties operate in good faith, any dispute can be resolved without added litigation costs. Therefore, any claim filed in any court (excluding requests for injunctive or equitable relief) by either party against the other will be considered vexatious, and in breach of Section 11 of this agreement and the other party may recover additional attorneys' fees and costs up to $2000.00, provided that the party seeking the award has notified the other party in writing of the improperly filed Claim, and the other party has failed to withdraw the Claim.

13. General. Each of these policies may be changed from time to time and are effective immediately after we post the changes on our Service. In addition, when using particular Services, you agree that you are subject to any policies or rules which are posted in conjunction with those Services. All such posted policies or rules are hereby incorporated by reference into this Agreement.

14. Termination or Closing Your Account. You may close your account at any time by sending a fax request at our posted fax number. Upon closure of an account, any pending transactions will be cancelled. PedigreeSecure.com will not release paid funds to you as they will forfeit to PedigreeSecure.com. You will remain liable for all obligations related to your account even after such account is closed.

15. Remedies and PedigreeSecure.com's Right to Collect from You. Without limiting other remedies, PedigreeSecure.com may indefinitely suspend or close your account and refuse to provide our Services to you if:

a. you breach this Agreement or the documents it incorporates by reference;
b. we are unable to verify or authenticate any identifying information that you provide to us to open an account with us;
c. we believe that your account or activities pose a significant credit or fraud risk to us;
d. we believe that your actions may cause financial loss or legal liability for you, our users or us; or
e. your use of your PedigreeSecure.com account is deemed by PedigreeSecure.com, Visa, MasterCard, American Express or Discover to constitute abuse of the credit card system or a violation of credit card rules, including (without limitation), using the PedigreeSecure.com system to test credit card behaviors.

16. Assignability. You may not transfer any rights or obligations you may have under this Agreement without the prior written consent of PedigreeSecure.com. PedigreeSecure.com reserves the right to transfer this Agreement or any right or obligation under this Agreement without your consent.

17. Legal Compliance. You shall comply with all applicable U.S. laws, statutes, ordinances, regulations, contracts and applicable licenses regarding your use of our Services.

18. Electronic Communications. You agree that this Agreement constitutes "writing signed by you" under any applicable law or regulation.