This Subscriber Agreement and Terms of Use ("Agreement") governs your use of CollegeSource Online, TES® (including the TES Public View and TES API web services), Transferology®, the Transferology® Lab, and, unless other terms and conditions expressly govern, any other electronic services from CollegeSource, Inc. ("CollegeSource") that may be made available from time to time ("Service" or "Services").

To the extent you have access to, or are using, a Service without having completed CollegeSource's login or registration process, you are hereby notified that your continued use of a Service is nevertheless subject to the terms and conditions of this Agreement.

1. CHANGES TO SUBSCRIBER AGREEMENT
   

   CollegeSource may change the terms of this Agreement at any time by publishing an updated Agreement over the Service. You may access the most recent Agreement at any time through the footer of a Service. You signify that you agree to be bound by such changes by using a Service after changes are made to this Agreement.

2. YOUR ACCOUNT
   

   If you access a Service using a password and/or through a secure API using a key supplied by CollegeSource, you are solely responsible for maintaining the confidentiality of that password and/or key. If you believe there has been unauthorized use of the Services using your password or key, you must notify CollegeSource immediately. Further, you agree to notify CollegeSource promptly if you change your email address or other contact information so that CollegeSource can continue to contact you and send any notices required hereunder. If you fail to notify CollegeSource promptly of a change in your contact information, then any notice CollegeSource sends to your old email or physical addresses shall be deemed sufficient notice. You may notify us of these changes by updating your profile within the Service and/or through the contact form in the footer of the Service login page.

3. LIMITATIONS ON USE
   1. Username and password combinations are unique to each specific user. API keys are unique to each institution. Use of a username and password by another user or use of a key by another institution constitutes unauthorized use.

   2. With the exception of API web services, all Services are for human users only. Any real or perceived use of automated tools to access the Services may result in a block of your IP address or even suspension of your account, at CollegeSource’s sole discretion.

   3. The course description data and PDF catalogs, as well as text, graphics, images, video, design, information, organization, compilation, look and feel, advertising, and all other protectable intellectual property, and all improvements, suggestions, and derivations thereto and thereof available through the Services (collectively, the "Content") is CollegeSource's property and is protected by copyright and other intellectual property laws. You may not copy, store, broadcast, publish, sell, distribute, or retransmit the Content except as provided explicitly by the Services.

   4. You agree not to rearrange or modify the Content, create abstracts from the Content, scrape or display data from the Content for use on another website or service, or to post any of the Content from the Services to weblogs, newsgroups, mail lists, or electronic bulletin boards, without CollegeSource's written consent.

   5. You agree not to use the Service to accumulate data for the purposes of building software, applications, utilities, widgets, or other electronic services for any purpose, commercial or otherwise, without the express written consent of CollegeSource. An executed Statement of Work (SOW) shall be considered permission to use the data solely for the academic work of your institution and solely as outlined in the SOW. No SOW shall be considered permission to build software for distribution to the open market or to any users other than employees of your institution.

   6. You agree not to use the Service to analyze, evaluate, reverse-engineer, or otherwise copy the processes represented within the Service for the purpose of building competing software or for making the Service obsolete.

   7. CollegeSource has expended considerable time, effort, money, and expertise to compile its data. BE WARNED, CollegeSource has implemented suitable precautions to detect unauthorized use of catalogs, course descriptions, API web services, lists, etc., including seeding data to detect unlawful duplication, sale, and re-use.

   8. You agree not to enter, upload, or store personally identifiable information maintained in student education records in the Service.

   9. You agree not to use the Services for any unlawful or unauthorized purpose. CollegeSource reserves the right to terminate or restrict your access to a Service if, in its sole opinion, your use of the Service does or may violate any laws, regulations, or rulings, infringe upon another person's rights, or violate the terms of this Agreement. Also, CollegeSource may, at its sole discretion, refuse to grant you a username that impersonates someone else, is protected by trademark or other proprietary right law, or is vulgar or otherwise offensive.

4. THIRD PARTY WEB SITES, SERVICES, AND SOFTWARE
   

   CollegeSource may link to, or promote, websites or services from other companies or offer you the ability to download software from other companies. You acknowledge that CollegeSource is not responsible for, and does not control, those websites, services, and software.

5. DISCLAIMERS OF WARRANTIES AND LIMITATIONS ON LIABILITY
   

   YOU AGREE THAT YOUR ACCESS TO, AND USE OF, THE SERVICES AND THE CONTENT AVAILABLE THROUGH THE SERVICES IS ON AN "AS-IS", "AS AVAILABLE" BASIS. COLLEGESOURCE SPECIFICALLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATIONS OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. COLLEGESOURCE DOES NOT GUARANTEE THE UPTIME OF THE SERVICES OUTSIDE OF THE SERVICE LEVEL AGREEMENT. THE SOLE REMEDY OF SUBSCRIBERS TO THE SERVICES SHALL BE TO TERMINATE THIS AGREEMENT. THE PROVISIONS OF THIS SECTION 5 SHALL SURVIVE ANY TERMINATION OF THIS AGREEMENT.

   You agree that your access to, and use of, the services expressly grants CollegeSource a non-exclusive right and license to digitize, create derivative works, and publish your institution’s course catalog data (and updates to that data) in its online services on a continuing basis. This permission to collect and create digital copies of an institution's catalog data is in no way intended to infringe on the institution's intellectual property rights. Collection will continue unless CollegeSource is notified otherwise in writing. CollegeSource does not provide educational counseling advice. You should always seek the assistance of an educational professional or an officer of the appropriate school. CollegeSource Online PDF catalogs and TES course description data are converted from either the original printed catalog or electronic media supplied by each school. Although every attempt is made to ensure accurate conversion of data, CollegeSource and the schools that provide the data do not guarantee that the information is accurate or correct. The information provided should be used only as a reference and planning tool. Final decisions should be based and confirmed on data received directly from each school. Additionally, the data that appear in the Transferology Lab and Transferology are converted from the original transfer equivalency information supplied by the Subscribers. Although every attempt is made to ensure accurate and complete conversion of data, CollegeSource does not guarantee that the information is 100% accurate, complete, or correct.

   COLLEGESOURCE AND ITS SHAREHOLDERS, DIRECTORS, OFFICERS, AGENTS, AND EMPLOYEES WILL NOT BE LIABLE (JOINTLY OR SEVERALLY) TO YOU OR ANY OTHER PERSON FOR ANY CLAIMS OR DAMAGES ARISING OUT OF OR AS A RESULT OF YOUR ACCESS, ATTEMPTED ACCESS OR USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION, ARISING OUT OF OR RESULTING FROM YOUR INABILITY TO ACCESS THE SERVICES AS A RESULT OF NETWORK OR SERVER DOWNTIME, TRANSMISSION PROBLEMS OR OTHERWISE; ANY INCORRECT INFORMATION IN THE CONTENT; ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST SAVINGS AND LOST REVENUES (COLLECTIVELY, THE "EXCLUDED DAMAGES"), WHETHER SUCH LIABILITY IS CHARACTERIZED IN NEGLIGENCE, TORT, CONTRACT, OR OTHER THEORY OF LIABILITY, EVEN IF COLLEGESOURCE HAS BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN ANY OF THE EXCLUDED DAMAGES. IF ANY APPLICABLE AUTHORITY HOLDS ANY PORTION OF THIS SECTION TO BE UNENFORCEABLE, THEN COLLEGESOURCE'S LIABILITY WILL BE LIMITED TO THE FULLEST POSSIBLE EXTENT PERMITTED BY APPLICABLE LAW.

6. GENERAL
   

   This Agreement contains the final and entire Agreement between you and CollegeSource regarding your use of the Services and supersedes all previous and contemporaneous oral or written agreements regarding your use of the Services. CollegeSource may discontinue or change the Services, or their availability to you, at any time. This Agreement is personal to you, which means that you may not assign your rights or obligations under this Agreement to anyone. No third party is a beneficiary of this Agreement. You agree that this Agreement, as well as any and all claims arising from this Agreement, will be governed by and construed in accordance with the laws of the State of California, United States of America, without regard to any conflict or choice of law principles. The sole jurisdiction and venue for any litigation arising out of this Agreement will be an appropriate federal or state court located in San Diego County, California. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods.