(part 1)

Terms of Use

Updated June, 2008

Resource-Reservations.com ("we" or "Resource-Reservations") is owned and operated by Prairie Systems Group, Limited. We provide and maintain an Internet Web site (the "Site") for the benefit of users of our services ("you" or "User"). On our Site we provide hosted tools and processes to allow you to track resource usage and reserver resources ("Services").

The Services and use of the Site are provided to you subject to the terms and conditions set forth in these Terms of Use ("Terms of Use" or "Agreement") and our Privacy Policy, and any other rules and policies set forth on this Site. The terms and conditions below and any other rules or policies set forth on this Site comprise the entire agreement between you and Resource-Reservations and supersede all prior agreements between us.

1. ACKNOWLEDGMENT AND ACCEPTANCE

PLEASE READ THE FOLLOWING TERMS OF THIS AGREEMENT CAREFULLY. BY COMPLETING THE REGISTRATION PROCESS, YOU ACCEPT AND AGREE TO ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT AND IN OUR PRIVACY POLICY. YOU HEREBY ACKNOWLEDGE THAT YOU ARE 18 YEARS OF AGE OR OLDER.

2. USER RESPONSIBILITIES.

These Terms of Use give you important obligations. You agree to the following responsibilities:

We reserve the right to deactivate your account(s) as we deem appropriate or necessary, without notice. You enter and use the Site and the Services at your own risk. Resource-Reservations is not responsible for your activities, resource data, reservations, content, other data, or any other matter concerning your use of the Site or the Services. We reserve the right to discontinue your account(s) or terminate the Services at any time. We are not responsible for the deletion of any data that is in or has been added to your account(s). If a User account remains inactive for a period of 18 months, we will deactivate the account.

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3. MODIFICATION TO SERVICES PROVIDED; TERMS OF USE.

You acknowledge and agree that we may, with or without notice, modify or terminate the Services and/or the Site. Further, we may modify these Terms of Use from time to time, including the fees we charge for Services. Modifications of the Service may include, without limitation, changes in the maximum allowable memory space, number of entries allowed in the Email List Manager, number of resources that may be created, saved, sent or used through the Site.

We will notify you of changes we make by posting a notice on our Site, or, if we choose, by sending you an email. If you do not accept the changes, you must terminate your subscription or other use at that time. Your use of the Site or the Services after the notice is posted (or we send you the email) shall be deemed to be acceptance of the modification or termination of the Services or these Terms of Use.

4. REGISTRATION & PASSWORD.

You will provide current, complete, accurate information in the registration section of the Site. You will further update and keep that information current as needed. You will provide a password in order to access the Services and your account. Email login must be a valid email address maintained by you. You are solely responsible for maintaining the confidentiality of your password and account information. You will immediately notify us of any unauthorized account activity, or any other breach of security you become aware of.

5. PRIVACY.

We are committed to protecting the privacy and confidential information of Users. You agree to maintain and comply with a privacy policy that is consistent with the Resource-Reservations Privacy Policy.

6. OTHER PROHIBITED USES.

You acknowledge, warrant and agree that:

If you engage in any activity set forth in this paragraph or violate any terms or conditions of these Terms of Use, your account will be terminated and use of the Service and Site prohibited. We will report any unlawful conduct to the appropriate authorities and turn over any and all information regarding such activity to appropriate persons or entities.

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7. DISCLAIMER OF WARRANTIES.

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICE AND THE SITE IS AT YOUR SOLE RISK. THE SERVICE AND THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

TO THE FULLEST EXTENT ALLOWED BY LAW, RESOURCE-RESERVATIONS EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THE CONTENTS OF THE SERVICES OR THE SITE MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. RESOURCE-RESERVATIONS ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN CONTENT.

RESOURCE-RESERVATIONS IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY RESOURCE OR RESERVATION DESCRIPTION CREATED ON OR THROUGH THE SERVICE. RESOURCE-RESERVATIONS DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE RELIABILITY OR ACCURACY OF THE REGISTRATION INFORMATION SUPPLIED TO RESOURCE-RESERVATIONS. RESOURCE-RESERVATIONS DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE CONSEQUENCES OF THE USE OF ANY RESOURCE. RESOURCE-RESERVATIONS IS NOT RESPONSIBLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS, BUSINESS INTERRUPTION OR OTHER LOSS RESULTING FROM USE OF OR RELIANCE IN ANY WAY ON ANY RESOURCE OR RESERVATION CREATED ON OR THROUGH THE SERVICE OR THE SITE. IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, RELIABILITY, COMPLETENESS AND USEFULNESS OF ANY RESOURCE OR RESERVATION OR OTHER INFORMATION RECEIVED WHILE USING THE SERVICE OR SITE.

RESOURCE-RESERVATIONS MAKES NO WARRANTY THAT THE SERVICE OR SITE WILL MEET YOUR REQUIREMENTS OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, VIRUS-FREE, ERROR-FREE, ACCURATE OR RELIABLE; NOR DOES RESOURCE-RESERVATIONS MAKE ANY WARRANTY AS TO ANY INFORMATION THAT MAY BE OBTAINED THROUGH THE SERVICE OR SITE OR THAT DEFECTS IN THE SOFTWARE FOR THE SERVICE WILL BE CORRECTED OR THAT THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH USE OF THE SERVICE OR SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.

RESOURCE-RESERVATIONS MAKES NO WARRANTY REGARDNG ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH THE SERVICE OR SITE OR ANY TRANSACTIONS ENTERED INTO THROUGH OR BASED UPON THE SERVICE OR THE SITE.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR SITE OR THROUGH THE SERVICE OR SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

8. LIMITATION OF LIABILITY.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, NEITHER RESOURCE-RESERVATIONS NOR ANY PARENT ENTITIES, SUBSIDIARIES, AFFILIATES, OFFICERS OR EMPLOYEES SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF YOUR ACCESS TO, USE OF, INABILITY TO USE, OR RELIANCE ON THE SERVICE OR ANY RESOURCE OR RESERVATIONS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOU ARE DISSATISFIED WITH THE SERVICE, THE MATERIALS AVAILABLE ON OR THROUGH THE SERVICE OR THE SITE, OR WITH ANY OF THE TERMS OF THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE AND LEAVE THE SITE IMMEDIATELY.

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9a. PROPRIETARY RIGHTS.

Resource-Reservations owns the content including the graphics, names, text, software, music, videos, sound, pictures, compilations, templates, page layout, design, processes, procedures, magnetic translation, digital conversion or other material contained in the Service and the Site to the extent such content is provided and/or designed by Resource-Reservations. It is all protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. No one may copy, reproduce, distribute in any way, or decompile, reverse engineer or disassemble the content. You are permitted the limited license to use the content of the Service and the Site as authorized herein to create resource descriptions and view reservation for your personal use as an end product only, and you must at all times maintain Resource-Reservations's copyright symbol on the product in any form or medium. While your account is active, you will have the right to access your resource data, reservations and related data, and you assume the entire risk of disclosing such content to third parties. Modification or use of Resource-Reservations's content in any prohibited way is a violation of copyright and other proprietary laws. No one may copy, reproduce, transmit, post, distribute or create derivative works from this Site without prior express authorization.

9b. NO MISAPPROPRIATION OR MISUSE OF NAMES, MARKS, OTHER PROPRIETARY MATERIAL.

You agree not to use, misuse or misappropriate any brand names, trademarks, service marks, patents, images, text or other proprietary material or content of another on or through the Service or the Site. If you use any such proprietary material or content, by doing so, you warrant that you have the right and authority to do so.

10. LINKS AND ADVERTISERS.

Resource-Reservations may provide advertising space and/or links and pointers to Internet sites maintained by third parties. Resource-Reservations has not reviewed all of the third -party sites nor reviewed any products or services they may provide. Resource-Reservations is not responsible for nor does it endorse the contents or any products or services of such third parties or their sites. RESOURCE-RESERVATIONS DOES NOT CONTROL IN ANY RESPECT ANY INFORMATION, PRODUCTS OR SERVICES OFFERED OR SUGGESTED BY THIRD PARTIES ON THE SITE. RESOURCE-RESERVATIONS DOES NOT ENDORSE OR OTHERWISE WARRANT OR GUARANTEE THE PRODUCTS OR SERVICES THAT ARE EITHER ADVERTISED ON THE SITE OR CONNECTED BY LINK.

11. TERMINATION.

These Terms of Use and the Service may be terminated by Resource-Reservations at any time. Resource-Reservations shall not be liable to you or any third party in any manner for termination of the Service. In the event you should become dissatisfied with the Terms of Use or any modifications thereof, or with the Service or the Site, your only recourse is to discontinue use of the Service, terminate your subscription, and give notice to us of these actions. Upon termination, your right to use the Service and the Site cease immediately and Resource-Reservations shall have no obligation whatsoever to retain, forward or make available to you any resource description or reservations.

12. INDEMNIFICATION.

You agree to defend, indemnify and hold harmless Resource-Reservations, its parent entities, subsidiaries, affiliates, officers, and employees, from any and all claims and demands, including attorneys' fees, due to or arising from your use of the Site or the Service, resources or reservations and any other conduct related in any way to the Service or the Site, including but not limited to breaching any warranty or provision contained in these Terms of Use.

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13. JURISDICTION.

These Terms of Use and the relationship between you and Resource-Reservations shall be treated as if entered into and executed in the State of Colorado, United States of America and shall be governed and construed in accordance with the laws of the State of Colorado, without regard to conflict of law principles, and also excluding the United Nations Convention on Contracts for the International Sale of Goods. You agree to submit to personal and exclusive jurisdiction and venue of the courts in the counties of Denver, Colorado USA. Resource-Reservations makes no representation that the materials and content on the Site or relating to the Services are appropriate or available for use in other locations, and accessing them from territories where their contents are illegal is strictly forbidden. Those who access the Services or the Site from other locations do so on their own initiative and at their own risk and are responsible for compliance with local laws. Any claim or demand under these Terms of Use must be made within 1 year of the occurrence of the underlying facts.

14. NATURE OF AGREEMENT.

You agree that your completion of the registration procedure constitutes agreement to these Terms of Use. Further, these Terms of Use are the entire and only agreement between you and Resource-Reservations and supersede any prior or other understandings, representations or warranties including, but not limited to, any nondisclosure agreements, purchase orders, license agreements, service agreements, invoices or other terms and conditions that you may provide to us in respect of the Site or Services. You agree that each use of the Services and the Site reaffirms your acknowledgment and agreement to the most current version of these Terms of Use.

15. GENERAL PROVISIONS.

In any dispute arising from the relationship between you and Resource-Reservations or these Terms of Use, the prevailing party shall be entitled to reasonable attorneys' fees and costs. The failure by Resource-Reservations to enforce any right or provision under these Terms of Use shall not constitute a waiver of that provision or any other provision of these Terms of Use. If any provision of these Terms of Use shall be determined to be invalid or unenforceable by a court of competent jurisdiction, the other provisions shall remain in full force and effect.