WEB SITE TERMS OF USE AND DISCLAIMER

Effective Date: January 1, 2010
Prime Educational Services, Inc. ("Prime ED", "we," or "us") operates the website located at www.primeeducationalservices.com (the "Site"). We offer the Site to you, the user, conditioned on your acceptance of the terms, conditions, and notices contained or incorporated by reference herein and such additional terms and conditions, agreements, and notices that may apply to any page or section of the Site.

Overview
Your use of the Site constitutes your agreement to all terms, conditions, and notices governing the use of or access to the Site (these "Terms of Use"). Please read these Terms of Use carefully. By using this Site, you agree to these Terms of Use as well as any other terms, guidelines or rules that apply to any portion of this Site, without limitation or qualification. If you do not agree to these Terms of Use, you must exit the Site immediately and discontinue any use of the information or products obtainable or accessible via the Site. To further enhance our customer's experience, we have developed services available through Prime Family of Companies that are designed to complement your needs and relationship with Prime Educational Services, Inc., which services are optional and completely separate from your relationship with Prime Educational Services Inc. Should you choose the assistance of Prime Family of Companies, you may select from a wide range of financial, legal, accounting and insurance services that are all offered in-house and under the trusted name of Prime Family of Companies if available in your state. You may save both time and money with our team of professionals at your side.

Modification of the Site and These Terms & Conditions
Prime ED reserves the right to change, modify, alter, update or discontinue the terms, conditions and notices under which the Site is offered including these Terms of Use and the services, features, links, and Content offered on or through this Site at any time and from time to time without notice or further obligation to you. By your continued use of the Site following such changes, modifications, alterations or updates, you agreed to be bound by such changes, modifications, alterations or updates.

Third Party Content
Prime ED does not represent, endorse or guarantee the truthfulness, accuracy or reliability of any opinion, statement or material displayed or distributed through this Site by a third party. You understand that by using this Site you may be exposed to material you find offensive or objectionable, and in this respect your use of the Site and your reliance upon any third party opinion, statement or material displayed or distributed through this Web Site is at your own risk. PRIME ED shall have no responsibility for the conduct, on-line or off-line, of any user, visitor to or participant in the Site.

IN NO EVENT SHALL PRIME ED OR ANY PRIME ED OFFICER, EMPLOYEE, AGENT, OR REPRESENTATIVE BE LIABLE FOR, AND YOU AGREE TO RELEASE PRIME ED, LIABILITY FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE ARISING OUT OF OR RELATING TO YOUR USE OF THIS WEB SITE, INCLUDING WITHOUT LIMITATION, DAMAGE TO OR LOSS OF PROPERTY, EMOTIONAL DISTRESS, BODILY INJURY OR DEATH RESULTING FROM YOUR COMMUNICATIONS OR OTHER CONTACT, WHETHER ON-LINE OR OFF-LINE, WITH VISITORS TO OR PARTICIPANTS IN THIS WEB SITE, OR PERSONS YOU MEET THROUGH SUCH VISITORS OR PARTICIPANTS.

Links to Third Party Sites
The Site may contain links to web sites operated by third parties other than Prime ED. Such links are provided for your reference only. Prime ED does not control such web sites, and is not responsible for the content of such web sites. Prime ED's inclusion of links to such web sites does not imply any endorsement of the content on such web sites. If you decide to access any third party web sites, you do so entirely at your own risk, and you may be subject to the terms and conditions and the privacy policies of such third party web sites.

Privacy

Where We Store Your Information
Regardless of where you are located, we collect information and process and store that information in databases located in the United States.

How We Use the Information We Gather
Generally, we will not disclose the personally identifiable information that we collect through your use of the Site to unaffiliated third parties. We reserve the right, however, to provide such information to our employees, contractors, agents, and designees to the extent necessary to enable them to perform certain Site-related services such as web hosting, to improve Site-related services and features, to perform maintenance services, and to distribute advertisements and other marketing materials on our behalf. We also reserve the right to disclose any personally identifiable information that we collect to any third party if we believe that we are required to do so for any or all of the following reasons: (i) to comply with the law; (ii) to comply with legal processes or governmental requests; (iii) to prevent, investigate, detect, or prosecute criminal offenses or attacks on the technical integrity of the Site or our network; and/or (iv) to protect the rights, property, safety and security of Prime ED and its employees, Users of the Site, and/or the public.

Security
Unfortunately, no security system, or system of transmitting data over the Internet, can be guaranteed to be 100% secure. Consequently, while we use commercially reasonable efforts to protect your personally identifiable information, we cannot guarantee the security of our servers, the means by which information is transmitted between your computer and our servers, or any information provided to us or to any third party through or in connection with the Site. Any information that you provide to us is done so entirely at your own risk.

Revisions to Privacy Policy
Prime ED reserves the right to update and revise this Privacy Policy at any time. You will know if this Privacy Policy has been revised since your last visit to the Site by referring to the "Effective Date" date at the top of this disclaimer. Your use of our Site constitutes your acceptance of the terms of the Privacy Policy as amended or revised by us, and you should therefore review this Privacy Policy regularly to ensure that you are aware of its terms.

Business Transfers
If we sell all or any part of our business or sell or transfer all or a material part of our assets or are otherwise involved in a merger or other transfer or disposition of any part our business, Prime ED reserves the right to access, transfer or disclose any and all information that we collect from Users, or that we otherwise collect in connection with the Site, to the party or parties involved in the transaction as part of that transaction.

Links to Other Sites
Our Site may contain links to other Websites. Please be aware that we are not and cannot be responsible for the privacy practices of such other websites and that this Privacy Policy applies solely to the information that we collect through this Site. We encourage you to ensure that you read the privacy statements of all the destination websites that you visit.

Forms, Registrations, and Passwords
If any of the services or Content provided on or through this Site require you to open an account, register, or provide certain information, you agree to complete the account initiation, registration, or other process by providing Prime ED with current, complete, and accurate information as requested by any forms. You agree that you will provide true, current, complete, and accurate information in connection with any inquiry, quote request, or other request for information. Prime ED is not responsible for any errors or delays in responding to any inquiry or request caused by any incorrect, outdated, or incorrect information provided by you or any technical problems beyond the control of Prime ED.

DISCLAIMER
ALL CONTENT OR USER CONTENT CONTAINED ON THIS SITE, INCLUDING TEXT, GRAPHICS, AND LINKS, ARE PROVIDED ON AN "AS IS" BASIS WITH NO WARRANTY. TO THE MAXIMUM EXTENT PERMITTED BY LAW,  PRIME ED DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO SUCH CONTENT, WHETHER PROVIDED OR OWNED BY PRIME ED  OR BY ANY THIRD PARTY, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, FREEDOM FROM COMPUTER VIRUS, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. IN ADDITION, PRIME ED DOES NOT REPRESENT OR WARRANT THAT THE CONTENT ACCESSIBLE VIA THIS SITE IS ACCURATE, COMPLETE, OR CURRENT, AND YOU MAY NOT RELY ON THE CONTENT ACCESSIBLE VIA THIS SITE. CONTINUING USE OF THE SITE IS SUBJECT TO AND IN CONJUCTION WITH ALL TERMS AND CONDITIONS OF THE CLIENT SERVICES AGREEMENT.

LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PRIME ED, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY: (I) ERRORS, MISTAKES, OR INACCURACIES WITH REGARD TO THE CONTENT;(II) ANY UNAUTHORIZED ACCESS TO OR USE OF THE SITE OR PRIME ED'S SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN; (III) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE; (IV) ANY BUGS, VIRUSES, TROJAN HORSES OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SITE BY ANY THIRD PARTY; OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED BY YOU AS A RESULT OF YOUR USE OF OR RELIANCE ON THE CONTENT, WHETHER BASED ON TORT, STRICT LIABILITY, BREACH OF CONTRACT, BREACH OF WARRANTY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT PRIME ED WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  WE PROVIDE REFERRALS TO OTHER PROFESSIONALS FOR SPECIALIZED ASSISTANCE WHEN NECESSARY.

Governing Law
These Terms of Use and the relationship between you and Prime ED shall be governed by the laws of the State of Georgia as if you signed these Terms of Use in Georgia. The provisions of these Terms of Use that conflict with or are inconsistent with applicable governing law will be superseded and/or modified by such applicable law only to the extent such provisions are inconsistent. The parties agree to submit to the Binding Arbitration in Fayette County, Georgia for if not permissible, then the Federal or State Courts of Georgia shall have exclusive jurisdiction of any dispute arising out of or related to your use of the Site or your breach of these Terms of Use.

Indemnification
You agree to indemnify, defend, and hold harmless Prime ED, its officers, directors, employees, agents, suppliers and third party partners from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from: (1) your use of the Site, including without limitation, any User Content submitted or transmitted by you via the Site; (2) any use of any Password chosen by or issued to you; or (3) any violation by you of: (a) these Terms of Use; (b) Prime ED’s Privacy Policy; (c) any other terms, guidelines or rules applicable to the Site; (d) any rights of any other person or entity; or (e) any applicable laws, rules, or regulations.

Personal & Non-Commercial Use Limitations
This Site is for your personal and non-commercial use. Except with the prior written consent of Prime ED, you may not modify, copy, distribute, transmit, display, perform, reproduce, publish, broadcast, license, create derivative works from, transfer or sell any Content, information, software, products, or services obtained from this Site. The Content available through this Site is the sole property of Prime ED or its licensors and is protected by patent, copyright, trademark, trade secret and other applicable intellectual property laws. Except as otherwise explicitly agreed in writing, Prime ED-owned Content received through this Site may be downloaded, displayed, and printed for your personal, non-commercial use only.

Miscellaneous
You agree that no joint venture, partnership, employment, or agency relationship exists between you and Prime ED as a result of these Terms of Use, any Additional Terms, the Privacy Policy or use of the Site, the Content, or any products and/or the services available through the Site. Prime ED’s performance of these Terms of Use and any Additional Terms is subject to existing laws and legal process, and nothing contained in these Terms of Use, any Additional Terms or the Privacy Policy is in derogation of Prime ED’s right to comply with law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by Prime ED with respect to such use. These Terms of Use, the Privacy Policy and any Additional Terms constitute the entire agreement between you and Prime ED with respect to the Site, the Content, and/or the products or services available through the Site, and they supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Prime ED with respect to the Site, the Content, and/or the products or services available through the Site. In the event of a conflict between these Terms of Use and the terms and conditions of any of the foregoing with respect to the Site, the products or services available through the Site, or any Content, these Terms of Use shall control with respect to their subject matter. The headings in these Terms of Use are for convenience only and have no legal or contractual effect. We may provide notice to you hereunder by posting announcements to the Site. A printed version of these Terms of Use and of any notice given in electronic form shall be admissible in judicial, arbitration or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

We welcome your feedback. Any comments or questions should be sent by e-mail to prime@primeeducationalservices.com.