TERMS AND CONDITIONS OF USE

Last revised on December 5, 2016

Please read the Terms and Conditions of Use AND PRIVACY POLICY ("Terms of Use") before using this Website. ("Website")

Your access to and use of this Website is subject to, and constitutes your acceptance of, the Terms of Use posted on this Website, as may be modified by Thrive TRM LLC ("THRIVE") from time to time without notice to you, as well as applicable laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions.If you do not agree to the Terms of Use, then exit the Website on your browser.If you remain on this Website, or return thereafter, you agree to be bound by the Terms of Use.

You agree to use the Website for lawful purposes only. The information posted publicly on this Website is general in nature and any information provided through secured, registered access to the Website will be maintained as confidential information (collectively "Content"). CONTENT RELATED TO THE WEBSITE IS NOT INTENDED TO BE RELIED UPON FOR PERSONAL, FINANCIAL, OR LEGAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.Certain products and services offered through the Website ("Services"), particularly through secured, registered access to the Website, may include implementation, customization, or other investigative search tools provided by one or more third parties ("Tools") relating to your use of the Website or the Services. Tools can include services that collect or exchange data or provide additional functionality within the user interface provided through the Website. THRIVE does not warrant any such third party Tools or third party providers of the Tools, whether such Tools are designated by THRIVE as “authorized”, “approved”, or the like. Additionally, from time to time, additional functionality may be offered by THRIVE to you on a pass-through or OEM basis pursuant to the terms specified by a third party licensor and agreed to by you in connection with a separate agreement and/or purchase by you of such additional functionality ("Additional Functionality"). Your use of such Additional Functionality shall be governed by such terms or by other applicable terms and conditions, which shall prevail in the event of any inconsistency with the terms of the Agreement.

YOUR USE OF THE WEBSITE, ITS CONTENT, AND THE SERVICES IS AT YOUR SOLE RISK. THRIVE makes no representation or warranty that the Website, its Content, and/or the Services will operate without interruption or error, nor does it provide any assurances of the availability or functionality of the Website, its Content, or the Services. THE WEBSITE, ITS CONTENT AND THE SERVICES ARE PROVIDED ON AN “AS IS" AND AN “AS AVAILABLE" BASIS. THE WEBSITE, ITS CONTENT AND ITS SERVICES IS PROVIDED WITHOUT ANY REPRESENTATIONS, ENDORSEMENTS, OR WARRANTIES OF ANY KIND WHATSOEVER, EITHER EXPRESS OR IMPLIED INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF TITLE OR ACCURACY AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THRIVE MAKES NO REPRESENTATIONS, ENDORSEMENTS, OR WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO ANY WEBSITE OPERATED BY A THIRD PARTY. THRIVE also makes no representation, endorsement, or warranty that any Content or link provided with this Website is accurate or suitable for any particular purpose. Finally, without limiting the foregoing, THRIVE does not endorse, guarantee, represent, warrant, or recommend any third party product and/or service, nor the accuracy, completeness, or usefulness thereof.

You agree not to take any action that might compromise the security of this Website, render this Website inaccessible to others or otherwise cause damage to this Website, its Content, and/or the Service (whether public or secured as confidential) contained on this Website. Any conduct by you that, in THRIVE's sole discretion, restricts, inhibits, or interferes with the ability of any other user to enjoy this Website is prohibited including by means of hacking or defacing any portion of this Website, or by engaging in spamming, flooding, or other disruptive activities. You are strictly prohibited from communicating on or through the Website, or using the Services, in any unlawful, harmful, offensive, threatening, libelous, harassing, defamatory, obscene, fraudulent, or objectionable material of any sort including, but not limited to, any material that encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or international law. THRIVE reserves the right to terminate or suspend your access to and use of this Website without notice, if THRIVE believes, in its sole discretion, that you are in violation of any applicable law or it is harmful to the interests including intellectual property or other right of THRIVE or other user or third party.

INTELLECTUAL PROPERTY

Unless otherwise expressed in the Terms of Use, the Content of this Website including the graphics, photographs, videos, text, logos and overall appearance of the Website are the sole and exclusive property of THRIVE . Content is protected by United States and international copyright laws. You agree not to delete any copyright, service mark, trademark or similar notice from any Content obtained from the Website. All rights reserved.

THRIVE TRMSM , THRIVESM , Blue Arrow LogoSM , and all other graphics, logos, page headers, button icons, scripts, and service names are trademarks and/or service marks, registered trademarks and/or service marks, or trade dress (collectively “Marks”) of THRIVE in the U.S. and/or other countries. The Marks, whether or not registered, may not be used with any product or service in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits THRIVE . All other trademarks and/or service marks displayed on the Website are the property of their respective owners.

Use of any of the Marks as metatags on other websites is strictly prohibited. The use or misuse of the Marks or any other content on this Website, except as provided in these Terms of Use or in the Content of the Website, is strictly prohibited. Copying, downloading, reproducing, modifying, publishing, distributing, transmitting, transferring or creating derivative works from the Content of the Website without the prior written consent of THRIVE is strictly prohibited. THRIVE hereby grants permission to you to download, print and store selected portions of the Content for your own personal, non-commercial use. You cannot copy or post the Content on any network computer or broadcast the Content in any media, and you cannot modify or alter the Content in any way, or delete or change any legal notice. No right, title or interest in any downloaded materials is transferred to you as a result of any such downloading. THRIVE reserves all title in the intellectual property rights in any Content you download from the Website.

REGISTERED USER RESPONSIBILITY

If you are a registered user of the Website, you are responsible for maintaining the confidentiality of any passwords given to you and to report to THRIVE immediately if the password is lost or stolen; there is any change in authorization or access for use of the password; or if your registered authorizations are revoked. User IDs and passwords are provided to you personally, and you agree that you will not give your password to any other party. You have no right to, and you specifically agree not to:(a) attempt to transfer, assign or sublicense any rights you receive under the Terms of Use to any other person; (b) make error corrections to or otherwise modify or adapt the Website or create derivative works of the Website, or to permit third parties to do the same; or (c) decompile, decrypt, reverse engineer, disassemble or otherwise reduce any portion of the Website to human-readable form to gain access to Confidential Information through the Website. Any purported transfer, assignment or sublicense by you of the limited and revocable rights granted to you under these terms and conditions shall be void.

CONFIDENTIAL INFORMATION

You agree to hold any Confidential Information that you obtain by using the Website and/or the Services in confidence and, unless required by law, not to make the Confidential Information available to any third party or to use the Confidential Information for any purpose other than the business activities for which you were given access to the Confidential Information. You agree to take all reasonable steps to ensure that Confidential Information is not disclosed or distributed by you or your employees or agents in violation of the Terms of Use. For purposes of the Terms of Use, the phrase "Confidential Information" means any and all proprietary information or information which a reasonable person would know constitutes proprietary information, including but not limited to, business plans and strategies, financial information, user Ids and passwords, customer lists, information about employee or executive candidates, company hiring practices, and other company and/or candidate information. You agree that “Confidential Information” includes aspects of the Website and/or the Services including the specific design and structure of individual programs and functionalities. You shall not disclose, provide, or otherwise make available any Confidential Information or copyrighted material owned by THRIVE in any form to any third party without the prior written consent of THRIVE. You shall implement reasonable security measures to protect such trade secrets and copyrighted material.

LIMITATION ON LIABILITY

THRIVE does not accept any liability for the consequences arising from the access, use, or misuse of the Website, its Content and/or the Services.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THRIVE or ITS affiliates, officers, directors, MANAGERS, agents, contractors OR employees BE LIABLE FOR ANY DAMAGES INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, WHETHER UNDER A CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, ARISING IN CONNECTION WITH YOUR USE OF OR ACCESS TO THE WEBSITE, YOUR USE OF SERVICES AND/OR FUNCTIONALITIES PROVIDED BY THRIVE OR ANY THIRD PARTY THROUGH THE WEBSITE OR OTHERWISE, OR IN CONNECTION WITH ANY FAILURE OF PERFORMANCE, WHETHER THE INFORMATION ON THIS WEBSITE IS ACCURATE, COMPLETE, RELIABLE, USEFUL, TIMELY OR CURRENT, OR CONTAINS AN ERROR OR OMISSION, WHETHER THE WEBSITE OR RELATED SERVICES IS INTERRUPTED, DEFECTIVE, DELAYED IN OPERATION OR TRANSMISSION, CONTAINS A COMPUTER VIRUS, A LINE SYSTEM FAILURE, OR CAUSES A LOSS OF DATA, OR LOSS OF USE RELATED TO THIS WEBSITE OR ANY WEBSITE OPERATED BY ANY THIRD PARTY OR ANY CONTENTS OF THIS WEBSITE OR ANY OTHER WEBSITE, EVEN IF THRIVE IS AWARE OF THE POSSIBILITY OF SUCH DAMAGES. THRIVE is not liable for the unauthorized access to or use of the Content or the Services.

INDEMNITY

You hereby agree to indemnify and hold THRIVE, and its affiliates, officers, directors, managers, agents, contractors, and employees, harmless from any claim or demand, including reasonable attorney's fees, made by any third party due to or arising out of your access to and use of the Website, its Content, the Services, or any information that you submit, post, transmit or receive through this Website, your connection to the Website, your violation of the Terms of Use, or your violation of any rights of a third party.

ELECTRONIC COMMUNICATIONS

All electronic communications in connection with the Website are subject to the Privacy Policy. Such transmissions can be intercepted by third parties. Please do not send to THRIVE any email communication that contains confidential information.

Links to Third Party Sites

THRIVE may establish on the Website links to third party websites. THRIVE does not control such websites and is not responsible for the content provided thereon. THRIVE may add or remove any link at any time from the Website. You agree that THRIVE is not responsible for any and all third party information, Tools, or Additional Functionality that may be provided to you through the Website.

JURISDICTION

In the event of any dispute arising out of or relating to your access and use of this Website, its Content, or the Services, any dispute shall be in state or federal court located in the Eastern District of Pennsylvania. You hereby agree to personal jurisdiction by such courts and to waive any jurisdictional, venue, or inconvenient forum objections to such courts. Any failure on THRIVE's part to insist upon strict performance of any provision of the Terms of Use shall not be construed as a waiver of any provision or right.

If any part of the Terms of Use is determined by a court to be unenforceable, then such part shall be limited or eliminated to the minimum extent necessary with the Terms of Use remaining in full force and legal effect. The Terms of Use constitute the entire agreement governing your access to and use of the Website, its Content, and the Services.

All rights not expressly granted by the Terms of Use are reserved.

CONTACT INFORMATION

If you have any questions or comments about these Terms of Use, please contact THRIVE at: contactus@thrivetrm.com