Terms of Use

Dealflow BrokerageTerms of Use

Deal Flow Brokerage User Terms and Conditions

The use of the online services provided by EPC, INC, a Wyoming Company, doing business as Dealflow Brokerage, is governed by the terms and conditions set out below (“this Agreement”). Without limiting the way in which you may be bound by this Agreement, by signing a document agreeing to be bound by this Agreement, by clicking a button or checkbox on your computer screen including your acceptance of this Agreement, or by proceeding to use the Services (as defined below) you will be deemed to have accepted and will be bound by the terms and conditions of this Agreement.

Definition and Interpretation

a. “Conditions” means these terms and conditions;

  1. “Intellectual Property Rights” means patents, rights to inventions, copyright and related rights, moral rights, trademarks and service marks, trade names, domain names, rights to goodwill, rights in designs, rights in computer software (including source code and object code), database rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and similar or equivalent rights which subsist or will subsist now or in the future in any part of the world;
  2. “Personal Information” means any and all personal information provided by you, on registering with the Website;
  3. “we or us or our” means EPC, INC, a Wyoming Company, doing business as Dealflow Brokerage or dealflowbrokerage.com.
  4. “Website” means the website located at dealflowbrokerage.com
  5. “you” means the person, firm, company or other organisation using the Website;

Access to Website

Access to the Website is permitted on a temporary basis, and we reserve the right to withdraw or amend the service we provide on the Website without notice (see below). We will not be liable if for any reason the Website is unavailable at any time or for any period.

From time to time, we may restrict access to some parts of the Website, or the entire Website, to users who have registered with us. If you choose, or you are provided with, a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any third party. We have the right to disable any user identification code or password, whether chosen by you or allocated by us, at any time, if in our opinion you have failed to comply with any of the provisions of these Conditions.

You are responsible for making all arrangements necessary for you to have access to the Website. You are also responsible for ensuring that all persons who access the Website through your internet connection are aware of these Conditions, and that they comply with them.

Privacy

Please CLICK HERE to view dealflowbrokerage.com’s Privacy Policy.

User Representations

By using the Company Services, you represent and warrant that:

A. all registration information you submit is truthful and accurate;

B. you will maintain the accuracy of such information;

C. you will keep your password confidential and will be responsible for all use of your password and account;

D. you are not a minor in the jurisdiction in which you reside, or if a minor, you have received parental permission to use this Website; and

E. your use of the Company Services does not violate any applicable law or regulation.

You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Website’s registration form and (b) maintain and promptly update registration data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Company has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Company has the right to suspend or terminate your account and refuse any and all current or future use of the Website (or any portion thereof).

We reserve the right to remove or reclaim or change a user name you select if we determine appropriate in our discretion, such as when the user name is obscene or otherwise objectionable or when a trademark owner complains about a username that does not closely relate to a user’s actual name.

Submissions

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Website or the Company Services (“Submissions”) provided by you to Company are non-confidential and Company (as well as any designee of Company) shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

Prohibited Activities

You may not access or use the Website for any other purpose other than that for which Company makes it available. The Website may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by Company. Prohibited activity includes, but is not limited to:

A. attempting to bypass any measures of the Website designed to prevent or restrict access to the Website, or any portion of the Website

B. attempting to impersonate another user or person or using the username of another user

C. criminal or tortious activity

D. deciphering, decompiling, disassembling or reverse engineering any of the software comprising or in any way making up a part of the Website

E. deleting the copyright or other proprietary rights notice from any Website content

F. engaging in any automated use of the system, such as using any data mining, robots or similar data gathering and extraction tools

G. except as may be the result of standard search engine or Internet browser usage, using or launching, developing or distributing any automated system, including, without limitation, any spider, robot (or “bot”), cheat utility, scraper or offline reader that accesses the Website, or using or launching any unauthorized script or other software

H. harassing, annoying, intimidating or threatening any Company employees or agents engaged in providing any portion of the Company Services to you

I. interfering with, disrupting, or creating an undue burden on the Website or the networks or services connected to the Website

J. making any unauthorized use of the Company Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretences

K. selling or otherwise transferring your profile

L. systematic retrieval of data or other content from the Website to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from Company

M. tricking, defrauding or misleading Company and other users, especially in any attempt to learn sensitive account information such as passwords

N. using any information obtained from the Website in order to harass, abuse, or harm another person

O. using the Company Services as part of any effort to compete with Company or to provide services as a service bureau

P. using the Website in a manner inconsistent with any and all applicable laws and regulations

Intellectual Property Rights

The content on the Website (“Company Content”) and the trademarks, service marks and logos contained therein (“Marks”) are owned by or licensed to Company, and are subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Company Content, includes, without limitation, all source code, databases, functionality, software, website designs, audio, video, text, photographs and graphics. All Company graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, common law trademarks or trade dress of Company in the United States and/or other countries. Company’s trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.

Company Content on the Website is provided to you “AS IS” for your information and personal use only and may not be used, copied, reproduced, aggregated, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. Provided that you are eligible to use the Website, you are granted a limited license to access and use the Website and the Company Content and to download or print a copy of any portion of the Company Content to which you have properly gained access solely for your personal, non-commercial use. Company reserves all rights not expressly granted to you in and to the Website and Company Content and Marks.

Third Party Websites and Content

The Website contains (or you may be sent through the Website or the Company Services) links to other websites (“Third Party Websites”) as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (the “Third Party Content”). Such Third Party Websites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Websites accessed through the Website or any Third Party Content posted on, available through or installed from the Website, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Websites or the Third Party Content. Inclusion of, linking to or permitting the use or installation of any Third Party Website or any Third Party Content does not imply approval or endorsement thereof by us. If you decide to leave the Website and access the Third Party Websites or to use or install any Third Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Website or relating to any applications you use or install from the Website. Any purchases you make through Third Party Websites will be through other websites and from other companies, and Company takes no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party.

Site Management

Company reserves the right but does not have the obligation to:

A. monitor the Website for violations of this Agreement;

B. take appropriate legal action against anyone who, in Company’s sole discretion, violates this Agreement, including without limitation, reporting such user to law enforcement authorities;

C. in Company’s sole discretion and without limitation, refuse, restrict access to or availability of, or disable (to the extent technologically feasible) any user’s contribution or any portion thereof that may violate this Agreement or any Company policy;

D. in Company’s sole discretion and without limitation, notice or liability to remove from the Website or otherwise disable all files and content that are excessive in size or are in any way burdensome to Company’s systems;

E. otherwise manage the Website in a manner designed to protect the rights and property of Company and others and to facilitate the proper functioning of the Website.

Term and Termination

This Agreement shall remain in full force and effect while you use the Website or are otherwise a user or member of the Website, as applicable. You may terminate your use or participation at any time, for any reason, by following the instructions for terminating user accounts in your account settings, if available, or by contacting us using the contact information below.

Without limiting any other provision of this agreement, company reserves the right to, in company’s sole discretion and without notice or liability, deny access to and use of the website and the company services, to any person for any reason or for no reason at all, including without limitation for breach of any representation, warranty or covenant contained in this agreement, or of any applicable law or regulation, and company may terminate your use or participation in the website and the company services, delete your profile and any content or information that you have posted at any time, without warning, in company’s sole discretion.

In order to protect the integrity of the Website and Company Services, Company reserves the right at any time in its sole discretion to block certain IP addresses from accessing the Website and Company Services.

Any provisions of this Agreement that, in order to fulfill the purposes of such provisions, need to survive the termination or expiration of this Agreement, shall be deemed to survive for as long as necessary to fulfill such purposes.

You understand that certain states allow you to cancel this agreement, without any penalty or obligation, at any time prior to midnight of company’s third business day following the date of this agreement, excluding Sundays and holidays.  To cancel, call a company customer care representative during normal business hours using the contact information listing below in this agreement or by accessing your account settings.  This section applies only to individuals residing in states with such laws.

If Company terminates or suspends your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, Company reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

Modifications

Company may modify this Agreement from time to time. Any and all changes to this Agreement will be posted on the Website and revisions will be indicated by date. You agree to be bound to any changes to this Agreement when you use the Company Services after any such modification becomes effective. Company may also, in its discretion, choose to alert all users with whom it maintains email information of such modifications by means of an email to their most recently provided email address. It is therefore important that you regularly review this Agreement and keep your contact information current in your account settings to ensure you are informed of changes. You agree that you will periodically check the Website for updates to this Agreement and you will read the messages we send you to inform you of any changes. Modifications to this Agreement shall be effective after posting.

To Services

Company reserves the right at any time to modify or discontinue, temporarily or permanently, the Company Services (or any part thereof) with or without notice. You agree that Company shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Company Services.

Disputes

If there is a dispute between users of the Website, or between users and any third party, you understand and agree that Company is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release Company, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or the Company Services.

With Company

All questions of law, rights, and remedies regarding any act, event or occurrence undertaken pursuant or relating to this Website or the Company Services shall be governed and construed by the laws of the State/Commonwealth of Wyoming, excluding such state’s conflicts of law rules.  Any legal action of whatever nature by or against Company arising out of or related in any respect to this Website and the Company Services shall be brought solely in either the applicable federal or state courts located in or with jurisdiction over USA County, State of Wyoming; subject, however, to the right of Company, at the Company’s sole discretion, to bring an action to seek injunctive relief to enforce this Agreement or to stop or prevent an infringement of proprietary or other third party rights (or any similar cause of action) in any applicable court in any jurisdiction where jurisdiction exists with regard to a user. You hereby consent to (and waive any challenge or objection to) personal jurisdiction and venue in the above-referenced courts. Application of the United Nations Convention on Contracts for the International Sale of Goods is excluded from this Agreement. Additionally, application of the Uniform Computer Information Transaction Act (UCITA) is excluded from this Agreement. In no event shall any claim, action or proceeding by you related in any way to the Website and/or the Company Services (including your visit to or use of the Website and/or the Company Services) be instituted more than two (2) years after the cause of action arose. You will be liable for any attorneys’ fees and costs if we have to take any legal action to enforce this Agreement.

Corrections

Occasionally there may be information on the Website that contains typographical errors, inaccuracies or omissions that may relate to service descriptions, pricing, availability, and various other information. Company reserves the right to correct any errors, inaccuracies or omissions and to change or update the information at any time, without prior notice.

Disclaimers

Company cannot control the nature of all of the content available on the Website. By operating the Website, Company does not represent or imply that Company endorses any blogs, contributions or other content available on or linked to by the Website, including without limitation content hosted on third party websites or provided by third party applications, or that Company believes contributions, blogs or other content to be accurate, useful or non-harmful. We do not control and are not responsible for unlawful or otherwise objectionable content you may encounter on the Website or in connection with any contributions. The Company is not responsible for the conduct, whether online or offline, of any user of the Website or Company Services.

You agree that your use of the website and company services will be at your sole risk. To the fullest extent permitted by law, company, its officers, directors, employees, and agents disclaim all warranties, express or implied, in connection with the website and the company services and your use thereof, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose and non-infringement. Company makes no warranties or representations about the accuracy or completeness of the website’s content or the content of any websites linked to this website and assumes no liability or responsibility for any (a) errors, mistakes, or inaccuracies of content and materials, (b) personal injury or property damage, of any nature whatsoever, resulting from your access to and use of our website, (c) any unauthorized access to or use of our secure servers and/or any and all personal information and/or financial information stored therein, (d) any interruption or cessation of transmission to or from the website or company services, (e) any bugs, viruses, trojan horses, or the like which may be transmitted to or through the website by any third party, and/or (f) any errors or omissions in any content and materials or for any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available via the website. Company does not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the website or any hyperlinked website or featured in any banner or other advertising, and company will not be a party to or in any way be responsible for monitoring any transaction between you and third-party providers of products or services. As with the purchase of a product or service through any medium or in any environment, you should use your best judgment and exercise caution where appropriate.

No warranty

We will make every reasonable effort to include accurate and up to date content on this website. However, the content on this website (including any graphics) and any materials made available through this website are subject to applicable statutes and regulations, and are provided “as is” and without warranties of any kind, either express or implied. To the fullest extent permissible pursuant to applicable law, websiteproperties.Com disclaims all warranties, express or implied, including, but not limited to, all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. Websiteproperties.Com does not warrant or make any representations regarding the use or the results of the use of the content on this website in terms of its correctness, accuracy, reliability, or otherwise. The content on this website could include technical inaccuracies or typographical errors. This content could become inaccurate as a result of developments occurring after publication. Websiteproperties.Com undertakes no obligation to keep any such information current. Websiteproperties.Com endeavors to maintain this website and its operation, but is not, and cannot be, responsible for the results of any defects that may exist in this website or its operation. As to the operation of this website, websiteproperties.Com expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose. Websiteproperties.Com makes no warranty that (I) the operation of this website will meet the user’s requirements; (ii) access to this website will be uninterrupted, timely, secure, free of viruses or other harmful components, or free of errors; (iii) the results that may be obtained from the use of this website will be accurate or reliable; or (iv) defects will be corrected. You (and not websiteproperties.Com) assume the entire cost of all servicing, repair, or correction that may be necessary for your computer equipment and software as a result of any viruses, errors or other problems you may have as a result of visiting this website.

To the extent that the law does not permit the disclaimer of warranties, all content accessible on this website, or any other website to which we link, and all operations on this website are warranted only to the minimum amount legally required.

Limitations of liability

In no event shall company or its directors, employees, or agents be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special or punitive damages, including lost profit, lost revenue, loss of data or other damages arising from your use of the website or company services, even if company has been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, company’s liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to company for the company services during the period of 14 days prior to any cause of action arising.

Certain state laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers or limitations may not apply to you, and you may have additional rights.

If you are a California resident, you waive California civil code section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”

Indemnity

You agree to defend, indemnify and hold Company, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from and against, any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of your contributed content, use of the Company Services, and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above. Notwithstanding the foregoing, Company reserves the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify Company, and you agree to cooperate, at your expense, with Company’s defence of such claims. Company will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

Notices

Except as explicitly stated otherwise, any notices given to Company shall be given by email to the address listed in the contact information below. Any notices given to you shall be given to the email address you provided during the registration process, or such other address as each party may specify. Notice shall be deemed to be given twenty-four (24) hours after the email is sent, unless the sending party is notified that the email address is invalid. We may also choose to send notices by regular mail.

User Data

Our Website will maintain certain data that you transfer to the Website for the purpose of the performance of the Company Services, as well as data relating to your use of the Company Services. Although we perform regular routine backups of data, you are primarily responsible for all data that you have transferred or that relates to any activity you have undertaken using the Company Services.  You agree that Company shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against Company arising from any such loss or corruption of such data. 

Electronic Contracting

Your use of the company services includes the ability to enter into agreements and/or to make transactions electronically. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by and to pay for such agreements and transactions. Your agreement and intent to be bound by electronic submissions applies to all records relating to all transactions you enter into relating to the company services, including notices of cancellation, policies, contracts, and applications. In order to access and retain your electronic records, you may be required to have certain hardware and software, which are your sole responsibility.

Electronic Signatures 

Users are allowed on Dealflow Brokerage to transmit and receive valid electronic signatures in the United States under the Electronic Signatures in Global and National Commerce Act (E-Sign Act) of 2000 and the Uniform Electronic Transactions Act (UETA) of 1999 as adopted by individual states. Users’ signatures and identities are not authenticated on Dealflow Brokerage.

Miscellaneous

This Agreement constitutes the entire agreement between you and Company regarding the use of the Company Services. The failure of Company to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. This Agreement and your account may not be assigned by you without our express written consent. Company may assign any or all of its rights and obligations to others at any time. Company shall not be responsible or liable for any loss, damage, delay or failure to act caused by any cause beyond Company’s reasonable control.  If any provision or part of a provision of this Agreement is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and Company as a result of this Agreement or use of the Website and Company Services. Upon Company’s request, you will furnish Company any documentation, substantiation or releases necessary to verify your compliance with this Agreement. You agree that this Agreement will not be construed against Company by virtue of having drafted them. You hereby waive any and all defences you may have based on the electronic form of this Agreement and the lack of signing by the parties hereto to execute this Agreement.


Acceptable use

You may use the Website only for lawful purposes. You may not use the Website:

  • In any way that breaches any applicable local, national or international law or regulation or in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect.
  • For the purpose of harming or attempting to harm minors in any way.
  • To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam).
  • To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
  • To use or re-use any material which may in any way infringe our Intellectual Property Rights.
  • To send, knowingly receive, upload, download, use or re-use any material which does not comply with our Content Standards.

Reliance on information posted

Commentary and other materials posted on the Website are not intended to amount to advice on which reliance should be placed. We do not accept any liability or responsibility arising from any reliance placed on such materials by any visitor to the Website, or by anyone who may be informed of any of its contents.

Website changes regularly

We aim to update the Website regularly, and may change the content at any time. If the need arises, we may suspend access to the Website, or close it indefinitely. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.

Intellectual property rights

We are the owner or the licensee of all Intellectual Property Rights in the Website, and in the material published on it. You acknowledge and agree that all Intellectual Property Rights in all material or content supplied as part of the Website shall remain at all times vested in Dealflow Brokerage. You are permitted to use this Website and the material contained therein only as expressly authorised by us.

You may print off one copy, and may download extracts, of any page(s) from the Website for your personal reference and you may draw the attention of others within your organisation to material posted on the Website.

You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.

Our status (and that of any identified contributors) as the authors of material on the Website must always be acknowledged.

You must not use any part of the materials on the Website for commercial purposes without obtaining a licence to do so from us or our licensors.

If you print off, copy or download any part of the Website in breach of these Conditions, your right to use Website will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.

Suspension and termination

We will determine, in our reasonable discretion, whether there has been a breach of these Conditions through your use of the Website. When a breach of these Conditions has occurred, we may take such action as we deem appropriate.

Failure to comply with these Conditions constitutes a material breach of the Conditions upon which you are permitted to use the Website, and may result in our taking any or all action we deem appropriate, including, but not limited to:-

  • Immediate, temporary or permanent withdrawal of your right to use the Website.
  • Immediate, temporary or permanent removal of any posting or material uploaded by you to the Website.
  • Issue of a warning to you.
  • Legal proceedings being taken against you for the reimbursement of any reasonable costs that we incur (including, but not limited to, reasonable administrative and legal costs) as a direct result of you failing to abide by the Conditions.
  • Further legal action against you.
  • Disclosure of such information to law enforcement authorities as we reasonably feel is necessary.

Our liability

The material that we display on the Website is provided without any guarantees, conditions or warranties as to its accuracy. As such, all conditions, warranties and other terms which might otherwise be implied by statute or common law are expressly excluded.

We shall not be liable to you in any event for losses related to your use of the Website or in connection with such use, inability to use, or results arising from your use of the Website, any websites linked to it and any materials posted on it, including, without limitation any liability for:

  • loss of income or revenue;
  • loss of business;
  • loss of profits or contracts;
  • loss of anticipated savings;
  • loss of data;
  • loss of goodwill;
  • wasted management or office time; and
  • for any other loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, which was not reasonably foreseeable.

This does not affect our liability for death or personal injury arising from our negligence, nor our liability for fraudulent misrepresentation or misrepresentation as to a fundamental matter, nor any other liability which cannot be excluded or limited under applicable law.

Viruses, hacking and other offences

You must not misuse the Website by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Website, the server on which the Website is stored or any server, computer or database connected to the Website. You must not attack the Website via a denial-of-service attack or a distributed denial-of service attack.

By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Website will cease immediately.

We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Website or to your downloading of any material posted on it, or on any website linked to it.

Linking to the website

You may link to our home page, provided you do so in a way that is in accordance with these Conditions, does not infringe on our or any other party’s Intellectual Property Rights and does not damage our reputation or take advantage of it. However, you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.

You must not establish a link from any website that is not owned by you.

The Website must not be framed on any other site, nor may you create a link to any part of the Website other than the home page. We reserve the right to withdraw linking permission without notice. The website from which you are linking must comply in all respects the provisions of the content standards and acceptable use paragraphs.

If you wish to make any use of material on the Website other than that set out above, please address your request to team@dealflowbrokerage.com

Links from the website

Where the Website contains links to other sites and resources provided by third parties, these links are provided for your information only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.

Severance

If any part of the Conditions shall be deemed unlawful, void or for any reason unenforceable then that provision shall be deemed to be severable from the Conditions and shall not affect the validity and enforceability of any of the remaining provisions of the Conditions.

Waiver

No failures to exercise and no delay in exercising on our part of any right or privilege under these Conditions shall operate as a waiver thereof. A waiver by us of any breach of the Conditions shall not prevent the subsequent enforcement of that provision and shall not be deemed to be a waiver of any subsequent breach of that or any other provision.

Governing law

We will try to resolve any disagreements between you and us as quickly and effectively as possible. However, in the event that disagreements cannot be resolved and matters result in court proceedings, both you and us agree that the Conditions shall be governed and interpreted in accordance with Scots law and that any court proceedings will be taken exclusively in the Scottish courts.

Entire agreement

These Conditions govern our relationship with you and represent the entire understanding of the subject matter. We confirm that in agreeing to accept these Conditions you have not relied on any prior representation or communications.

Changes to the conditions

We may revise these Conditions at any time by amending this page. You are expected to check this page from time to time to take notice of any changes we make, as they are legally binding on you. Some of the provisions contained may also be superseded by provisions or notices published elsewhere on the Website.

Contact

If you have any questions or concerns, please contact legal@dealflowbrokerage.com

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Confidentiality and Non-Disclosure Agreement

In connection with the potential acquisition by you (“You” or “Buyer”) of a listing presented by EPC, INC doing business as Deal Flow Brokerage, Inc. (“EPC”, “DFB” or “Us” or “We”), Deal Flow Brokerage will be furnishing you information regarding one or more listings (“Listings”, “Listing Company”, “Seller” or “Client”), their financial and traffic performance, operations and history (“Information”) as it was provided to Us by the Seller. In consideration of obtaining this proprietary information, You agree:

1. Confidential and Proprietary Information. All the Information provided regarding a Listing, will be considered proprietary and confidential, unless such information was demonstrably publicly available prior to the time it was shared with You.

2. Non-Disclosure. Unless We agree otherwise in writing, You will not disclose or reveal any information received, including but not limited to, the URL(s) or any other identifying information of the Listing Company, its financial information, marketing efforts, vendor relationships, keyword lists, traffic sources, source code or any other information received, for two years from the date of the information being provided to You. You agree not to share this information with any person(s) or entities, other than your employees or professionals who are directly participating in the evaluation of this information, and not for any purpose other than in connection with a proposed acquisition. You acknowledge You will be liable in the event that any person or entity You share the information with violates the terms of this agreement.

3. Fair Use of Information. The Information provided You is to be used solely to evaluate whether You wish to acquire the assets of the Listing Company. You agree to not use this information as a method to discover profitable niches, business ideas, vendor relationships, marketing methods, or other Information which may be used to start up a business or aid an existing business in competition with the Listing Company. If, at the time of requesting a marketing package from Deal Flow Brokerage, you believe that you are currently, or have definitive plans to be involved in a competitive business within two years of requesting Information from Deal Flow Brokerage, you are obligated to inform Us in writing or by email prior to requesting the Information. We will seek permission from the Seller to share Information with You. You acknowledge the Seller may choose not to allow Us to share the Information.

4. Agreement Term. This agreement will apply and be binding for any and all Listings and is not limited to any single Listing. Any timeline listed in this agreement is commenced upon Your initial receipt of information from Deal Flow Brokerage regarding the individual Listing in question.

5. Availability of Information. You agree that some Sellers require Us to verify proof of available funds before sharing information, and that if you cannot produce such proof, We will not be able to share information with You for those particular Listings. Furthermore, this agreement does not constitute a right to Information on all Deal Flow Brokerage Listings. Deal Flow Brokerage and Seller(s) maintain the right to refuse to provide the Information on any or all Listings at their complete and sole discretion.

6. Updates to Terms and Conditions. This agreement will remain on file with Us indefinitely. Should Deal Flow Brokerage deem it necessary to update the terms required to view Listings, You will be presented with a new agreement with the updated terms. You may choose not to agree to changes, but in such a situation You will no longer be allowed to view Listings, and this Agreement will continue to apply to information already shared. In such a situation, the terms of this agreement will remain in full force and effect for any Listings to which You have previously been provided Information.

7. Destruction of Information. If You decide that You do not wish to pursue the acquisition of any given Listing, or if that Listing sells to another Buyer, or if one hundred eighty (180) days pass from the time You requested Information and You have not made an offer which has been accepted by the Seller, then You will return to Us all hard copies of proprietary Information and/or destroy/delete any electronic Information 
furnished to You, without keeping copies of it.

8. Non-Circumvention. You agree not to circumvent our relationship with the Listing Company in any way. You recognize that Deal Flow Brokerage has a signed agreement with the Listing Company that entitles Deal Flow Brokerage to a marketing fee should they consummate on the sale of their Listing. If You conduct a transaction with any of our Clients for any of the assets presented by Deal Flow Brokerage within two years of us presenting You with Information about the listing, and You do not inform Deal Flow Brokerage of such, You will be liable for our marketing fee if We are unable to collect it from the Seller.

9. Non-Warranty of Information. Although You understand that Seller has included in this proprietary Information certain Information considered relevant for the purpose of Your investigation, We do not make any representation or warranty as to its accuracy or completeness. You are responsible for performing Your own verification and due diligence on any Listings for which You request Information. You understand Deal Flow Brokerage passes the Information from Seller to You without offering any opinion on on its accuracy or completeness.

10. Pass Through Entity. You recognize and agree that Deal Flow Brokerage is an entity at which a Seller may list the assets of their online business for sale. Deal Flow Brokerage does not generate the Information nor verify the Information provided. All Information provided is solely the responsibility of the Listing Company. Furthermore, the decisions regarding the sale of the Listing Company’s assets are solely the responsibility of the Listing Company. Deal Flow Brokerage makes no representations outside of its status as an online marketplace.

11. Opt-In. You agree that You have voluntarily requested Deal Flow Brokerage to send You updates about new Listings (if you have signed up for Deal Flow Brokerage’s email list) as well as Information about specific Listings on which you inquire.

12. Deal Structure. You acknowledge that in all Listings We present, a Listing company has asked Us to assist in an asset sale. Should You and the Seller agree to any other form of deal other than an asset purchase/sale, You will indemnify and hold Deal Flow Brokerage, it’s advisers, contractors, employees, successors, heirs and affiliates harmless from any actions resulting in that decision. In addition, you will defend, indemnify and hold harmless Deal Flow Brokerage for any claims by successors, assigns, or interested parties to your participation in any transaction or proposed transaction contemplated by this Agreement.

13. Laws and Ordinances. You agree that for any transaction You undertake with the Listing Company for any Listings presented by Deal Flow Brokerage, that the deal will adhere to all local, state, national and international laws and ordinances and that You will indemnify and hold Deal Flow Brokerage, its advisers, contractors, employees, successors, heirs and affiliates harmless from any actions resulting from failure to adhere to one or more laws.

14. Licenship. You understand and acknowledge that Deal Flow Brokerage does not sell, or participate, in real estate transactions. If You require any real estate transfer in connection with a transaction contemplated by this Agreement, You must hire a properly licensed entity or person to do so. You understand that Deal Flow Brokerage and its employees are not financial advisers, accountants, attorneys or securities broker/dealers, You will not construe them as such and will hire any necessary professionals You feel necessary to protect your interests in any transactions contemplated by the this Agreement.

15. Arbitration. You agree that if you have a dispute with Deal Flow Brokerage, it will be settled by binding arbitration with the American Arbitration Association according to the laws of Wyoming. The sole venue for any claim related to this Agreement or any transaction or proposed transaction related to this agreement shall be the American Arbitration Association of Wyoming. You agree that any dispute will be brought solely against Deal Flow Brokerage and not against any of its brokers, advisers, employees, contractors, successors, heirs or affiliates as individuals.

16. Indemnification. You recognize and agree that Deal Flow Brokerage presents information that is provided to Deal Flow Brokerage by the Listing Company, and as such, You agree that Deal Flow Brokerage makes no representations or warranties as to the accuracy of any information presented and You agree to defend, indemnify and hold harmless Deal Flow Brokerage from any claims of misrepresentation.

17. Recovery. You agree that in no event will Deal Flow Brokerage be liable to You for any more than the amount of the marketing fee it collects in the process of a transaction involving You and the Seller.

18. Representation. You acknowledge that We represent the Seller in all transactions and that You are entitled to retain your own broker, lawyer, accountant, programmer, adviser or any other party whom You feel will help You arrive at an educated decision regarding a Listing. You further acknowledge that should You choose to hire anyone to help You with your decision and/or due diligence, You will bear all the cost related to that person’s services.

19. Escrow Services. You acknowledge that Deal Flow Brokerage is not a licensed escrow agent, but offers escrow services as a courtesy to our clients and Buyers. Any escrow services provided, excluding earnest deposits, shall be governed by a separate escrow agreement signed by all parties involved. You agree to hold harmless and indemnify Deal Flow Brokerage according to the terms of that separate escrow agreement.

20. Previous Agreements. This agreement does not nullify any previous confidentiality agreement signed between You and Deal Flow Brokerage. Should any conflict be discovered between previous agreements and this agreement, this agreement will supersede.

21. Recognition of Risk. The purchase of any Business or Business Assets is risky and the risk includes the potential loss of principle. You hereby acknowledge that you are aware of the risks of this type of transaction, and that you have chosen to proceed despite those risks. You further acknowledge that Deal Flow Brokerage does not perform due diligence on its listings and presents material information as it was presented by the seller. Buyers are responsible for conducting their own due diligence investigations and are advised to do so on all deals. Past performance is no guarantee of future performance.

22. Digital Signature. If I agree to this Confidentiality Agreement by using a digital signature instead of a hand-written signature, I understand that my digital signature is legally binding as if it were a hand-written signature. Any notices under this agreement may be sent to Your email listed below, and to Deal Flow Brokerage at legal@dealflowbrokerage.com

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