BY ACCESSING, VIEWING, OR USING UTILITIES MANAGEMENT CONCEPTS, INC. (UMC) WEB SITE YOU INDICATE THAT YOU UNDERSTAND AND ACCEPT THESE TERMS AND CONDITIONS OF USE ("TERMS OF USE"). IF YOU DO NOT ACCEPT THESE TERMS OF USE, DO NOT USE THIS WEB SITE IN ANY MANNER.

UMC reserves the right to change these Terms of Use at any time by posting new Terms of Use at this location. Therefore, you are responsible for periodically checking these Terms of Use for changes. Your use of the Web site is governed at all times by these Terms of Use.

1. Your Conduct and Use of the Web Site

A. As a condition of your use of the content or services provided on the Web site, you agree that you will not use the content or services for any purpose that is unlawful or contrary to the Terms of Use. You may not use the content or services in any manner that could damage, disable, overburden, or impair the content or services. You may not attempt to gain unauthorized access to any account, computer system or network associated with the Web site.

B. You are solely responsible for all content that you upload or otherwise transmit via the Web site. You agree not to upload or otherwise transmit via the Web site content that (i) includes unauthorized disclosure of personal information, (ii) is inaccurate, harmful, obscene, defamatory, racist, violent, offensive, harassing, or otherwise objectionable, or (iii) violates or infringes anyone's intellectual property rights.

C. You agree that you will not use the Web site to (i) pretend to be UMC or someone else, (ii) transmit spam, bulk or unsolicited communications, (iii) forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any content or services associated with the Web site, (iv) collect or store personal information about other users, or (v) misrepresent your affiliation with any person or entity.

2. Termination of Use

You agree that UMC may, in its sole discretion, at any time terminate your access to the Web site and any account(s) you may have in connection with the Web site.

3. Intellectual Property Rights

All content on the Web site, including, without limitation, all trademarks, service marks, logos, text, graphics, images, logos, and software is the intellectual property of UMC and is protected by U.S. and foreign laws and conventions. Except as expressly authorized by UMC, you agree not to reproduce, modify, rent, lease, loan, sell, distribute, mirror, frame, republish, download, transmit, or create derivative works of the Web site content or services. You may not use any meta tags or any other hidden text utilizing UMC's name or trademarks without the express prior written permission of UMC. If you believe that any content on the Web site infringes another party's intellectual property rights, please contact UMC promptly.

4. Disclaimer

THIS WEB SITE, THE INFORMATION, DOCUMENTS AND MATERIALS ON THE SITE ARE PROVIDED "AS IS" WITHOUT WARRANTIES, CONDITIONS, REPRESENTATIONS OR GUARANTEES OF ANY KIND, EITHER EXPRESSED, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. UMC (INCLUDING ITS AFFILIATES AND SUBSIDIARIES) MAKES NO WARRANTY THAT THE OPERATION OF THE WEB SITE OR SERVICES WILL BE UNINTERRUPTED OR ERROR FREE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY UMC OR A UMC AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY.

5. Limitation Of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL UMC (INCLUDING ITS AFFILIATES AND SUBSIDIARIES) BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY GENERAL, DIRECT, SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR COVER DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF PERSONAL PROPERTY (INCLUDING DATA), COSTS OF COVER, OR ANY OTHER SIMILAR DAMAGES OR LOSS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, TORT, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THIS WEB SITE OR ANY OTHER HYPERLINKED WEB SITE, EVEN IF UMC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6. Indemnification and Release

You agree to defend, indemnify, and hold harmless UMC (including its affiliates and subsidiaries), and their officers, directors, employees, agents, successors or assigns from any and all claims, liabilities, costs, expenses (including attorney's fees) arising in any way from your use of the Web site or use of your account(s). In addition, you hereby release UMC from any and all claims for damages (actual or consequential), costs, or expenses of any kind or nature whatsoever, that you may have against UMC arising out of or in any way related to any content or services made available on the Web site. You hereby agree to waive all laws that may limit the efficacy of such releases.

7. General Terms

A. These Terms of Use constitute the entire agreement between UMC and you with respect to your use of the Web site. No modification to the Terms of Use, or waiver of any of the terms herein, will be binding, unless in writing and signed by an authorized UMC representative. Any waiver or failure to exercise promptly any right under the Terms of Use will not create a continuing waiver or any expectation of non-enforcement.

B. You must not assign or otherwise transfer the Terms of Use or any right granted hereunder. You also may be subject to additional terms and conditions that may apply when you use UMC or third party products or services.

C. If for any reason a court of competent jurisdiction finds any provision of the Terms of Use, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the Terms of Use, and the remainder of the Terms of Use shall continue in full force and effect.

D. These Terms of Use are governed by the laws of the State of California without regard to conflicts of laws provisions. You agree to the exclusive jurisdiction and venue for the state courts located in Los Angeles County, California or the federal courts located in the Southern District of California, as appropriate, for any claim arising out of or relating to these Terms of Use.

8. Contact Information

If You have any questions regarding these Terms of Use, please contact UMC at 626-303-5553. If You have any other questions regarding the Web site, please contact UMC at 800-481-0050.