A "Client" shall be entitled solely to those privileges explicitly set forth in this Agreement.

TERMS. This Agreement is effective upon receipt and acceptance of an Application Form by eDisty Networks Inc. and shall continue until either party terminates the Agreement. Either party may terminate this Agreement for any reason, or no reason at all, upon written notice to the other party. Client agrees that EDISTY NETWORKS, in its sole discretion, shall have the right to terminate Client's access to the eDisty.com website at any time, for any reason, and that EDISTY NETWORKS shall not be obligated to disclose such reason to Client. Termination of Client's access to the eDisty.com website is sufficient notice of termination of this Agreement.

ACCESS AGREEMENT. This Agreement is not a transfer or a license of any of EDISTY NETWORKS' rights. By accessing the eDisty.com website, Client expressly acknowledges acceptance of the terms of this Agreement. Client agrees that EDISTY NETWORKS has the right to deny any individual access to its Website. Unauthorized access eDisty.com Website is expressly forbidden. EDISTY NETWORKS' website is protected under Copyright Laws. Any reproduction or distribution of this Website information, by, for, or to any third party, is expressly forbidden.

CONFIDENTIAL DISCLOSURE. Client understands and agrees that information disclosed through the eDisty.com website includes trade secret and proprietary information belonging to EDISTY NETWORKS INC . Client agrees not to copy or disclose to third parties, in whole or in part, any portion of the information or software. Client also agrees that all Username and Password supplied to the Client are non-transferable and may only be used by those parties expressly named in this Agreement. The provisions of this Confidential Disclosure section shall survive the termination of this Agreement.

DISCLAIMER. EDISTY NETWORKS assumes no liability for losses incurred in the use or application of the software or the data contained therein. EDISTY NETWORKS shall not be liable for any direct, indirect, special, incidental, or consequential damages, whether based on contract, tort, or any other legal theory, arising out of the sale, service, furnishing performance or use of any information, data or materials sold or provided under this Agreement. The provisions of this Disclaimer section shall survive the termination of this Agreement.

USE OF THE INFORMATION. EDISTY NETWORKS uses the information collected from the site only to better serve its Clients. Among the information, Client's name, address, telephone number, fax number, email address, "Offers" and "Requirements" information are available to all Clients.

EDISTY NETWORKS will not distribute or make known the inventory of a Client except through the use of the functions on the eDisty.com website or any other commercial service. In addition, the complete inventory of a Client cannot be downloaded or made available to another Client or third party. The information associated to Client's transactional data is strictly confidential and is available only to the Clients to which it is destined. All information referring to a Client's use of the eDisty.com website and/or features is highly confidential and is not shared with third party companies or individuals. Furthermore, all activities such as spamming, multiple posting of same offers or requirements or any other abuse of existing functionalities will not be tolerated.

SERVICE FEES. Client agrees that EDISTY NETWORKS, in its sole discretion, shall have the right to modify any portion of its fee structure for any reason, at anytime without prior notice. Currency is USD. Certain of the Services and Content made available on a EDISTY Site may be offered by EDISTY on a payment basis. These Pay Services may be offered by EDISTY on a prepaid usage basis or on a periodic subscription ("Subscription") basis. Should you choose to purchase or subscribe to certain Pay Services, you will be required to register as described at the time of registration for the Pay Service, and you will be assigned an account for such Pay Service (the "Pay Service Account") based on the information you provide as part of the registration process. You will be responsible for all uses of your Pay Services Account, including transactions effected and all applicable Pay Services fees, together with all applicable taxes (collectively, the "Fees"), incurred through your Pay Services Account. You agree to pay all the Fees applicable for such Pay Service which you incur. You agree to immediately notify EDISTY of any unauthorized use of your Pay Services Account. Unless otherwise indicated in the registration process, in your Pay Services Agreement or in these Terms and Conditions, the Fees for a Pay Service purchased through your Pay Service Account are chargeable immediately (and at the beginning of each payment period for periodic Subscription Pay Services) to the credit card you designated for the particular Pay Service Account (the "Account Credit Card") or through such other billing process as applicable. All Fees are non-refundable.

Please note that Subscription Pay Services are billed automatically at the end of each payment period as set out in your Pay Services Agreement and Fees in respect of each payment period will be based on the then-current rate for the particular Subscription Pay Service. You may terminate your Pay Services Agreement at any time, which termination will only be effective at the end of the payment period in which you terminate your Pay Services Agreement, in accordance with these Terms and Conditions and your Pay Services Agreement.

By registering for a Pay Service, you warrant that: (a) you are of the age of majority in the jurisdiction in which you reside, (b) all information you submit is true and correct (including without limitation all Account Credit Card information), and (c) you are the cardholder of the Account Credit Card.

In consideration of the availability, and your use, of a Pay Service, you acknowledge and agree: (a) to the terms of your Pay Services Agreement and these Terms and Conditions, including, without limitation, the disclaimers, limitation of liability and provisions related to prohibited conduct set out herein; (b) that you are solely responsible for all acts or omissions that occur through your Pay Service Account; (c) that the Pay Service is for your personal, non-commercial use and you agree not to resell, distribute, transfer, share or otherwise use any Pay Service, including any coupons or credits related to same for any commercial purposes whatsoever; (d) that EDISTY reserves the right to specify an expiry date for the use of any coupons or credits purchased in connection with any Pay Service; and (e) that EDISTY reserves the right to suspend or terminate your Pay Service Account and your use of a Pay Service in accordance with these Terms and Conditions and your Pay Services Agreement.

GENERAL PROVISIONS. The failure of a party to insist upon the performance of any provision of this Agreement or to exercise any right or privilege granted that party shall not be construed as waiving any such provision and the same shall continue in force. This Agreement shall be binding upon and inure solely to the benefit of each of the parties, and no other persons or entities shall be beneficiaries hereunder or have any rights to enforce any part of this Agreement. If any provision of this Agreement is found to be void, the remainder of this Agreement shall survive and remain in full force and shall not thereby be terminated. This Agreement is entered into at Montreal, Canada and shall be governed by laws of the Province of Quebec. An electronically sent agreement shall be as valid as a written agreement. The parties agree that this Agreement shall be written in English only. Les parties conviennent que cette entente soit Žcrite en anglais seulement.