TERMS OF SERVICE

These Terms of Service, together with Vantagelocate com Privacy Policy, are referred to as this "Agreement". By using the website, users agree to be bound by all of the terms and conditions of this Agreement.

TERMS OF PAYMENT

Account Holders shall be solely responsible for the payment of registration/sign up fees and shall pay when due and indemnify Vantage Communications and Technologies Limited, owner and administrator of Vantagelocate.com against, all applicable taxes, and payments under this Agreement.

TERMS OF TERMINATION

The term of this Agreement shall be as set forth in a Registration/Sign up Form between the parties (the Term). Unless provided in the Registration Form, the term of this Agreement shall automatically renew after 12 months (the "Automatic Renewal") on the first day following the end of the current subscription term (the "Renewal Date"). Account Holder may cancel such Automatic Renewal by terminating the subscription and this Agreement as set forth herein or by providing written notice at least 30 days prior to the Renewal Date, that Account Holder does not wish to renew their subscription.

The administrator may terminate this Agreement in the event that a user breaches this Agreement and fails to cure such breach within 30 days after receiving written notice thereof.

In the event of any such termination:
User/Account Holder will remain liable for any amount due under this Agreement (adjusted on a pro rata basis, if applicable) and; Administrator will destroy all User Data in its database. User/Account Holder may terminate this Agreement and its subscription to the Service by providing the Administrator with written notice of termination. In the event of any such termination:

User/Account Holder will be entitled to a refund of prepaid subscription fees for the then-current Term if, and only if, notice of termination is given within 30 days before the new term starts (and no refund for prepaid fees shall be given if notice of termination is given less than 30 days before the start of a new Term) and; the Administrator will destroy all Account Holder Data in its database.

INTELLECTUAL PROPERTY OWNERSHIP AND LICENSES

Ownership Rights

The Administrator shall own and retain all right, title, and interest in and to the Service. Vantagelocate.com hereby grants to User/Account Holder a worldwide, royalty-free, non-exclusive, revocable, limited license to use the Service during the Term as expressly provided hereunder. Account Holder agrees not to copy, alter, modify, or create derivative works of the Vantagelocate.com Website or otherwise use the Service in any way that violates the use restrictions contained in this Agreement. The Administrator does not grant to Account Holder any license, express or implied, to the intellectual property of Vantagelocate.com.

Login and Hosting Restrictions

Account Holder/User acknowledges and agrees that login information on the site (e.g., username and password), including without limitation login information provided to individuals who Account Holder invites to be Administrator or agents on Account Holders' account, may be used by only one person, and use of a single login for the Service by multiple people is strictly prohibited. For the avoidance of doubt, Account Holder agrees that it shall not host the Service, on its own or any third party servers. Notwithstanding anything to the contrary contained herein, the parties agree that if Account Holder violates the provisions of this Subsection, the Administrator shall have and exercise the right to terminate this Agreement immediately and without notice.

Vantagelocate.com respects the intellectual property of others. It may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who the Administrator, in its determination, believes have repeatedly infringed others' rights.

REPRESENTATIONS AND WARRANTIES

Each party hereby represents and warrants to the other party that: it has the full right, power and authority to enter into this Agreement; this Agreement is a valid and binding obligation of such party; it has obtained and shall maintain throughout the all necessary licenses, authorisations, approvals and consents to enter into and perform its obligations hereunder in compliance with all applicable laws, rules and regulations; and it shall comply with all applicable laws, rules and regulations, including applicable privacy and data protection laws.

Account Holder further represents and warrants that its business listing hosted on the site does not infringe the copyright, trademark, or any other intellectual property rights of any third party, and that such data is otherwise in compliance with this Agreement. The Administrator reserves the right, in its sole discretion, to delete Account Holder's listing from the site if Vantagelocate.com has reason to believe that Account Holder(s)' listing is in violation of this section. The Administrator further represents and warrants that the Service does not infringe the copyright, trademark or any other intellectual property rights of any third

INDEMNIFICATION

Each party agrees to indemnify and hold the other party and its affiliates and agents harmless from and against any losses, costs, liabilities and expenses, including attorney's fees, arising out of the breach of the representations, warranties and covenants made by such party herein, or out of such party's negligence or willful misconduct. Except in the case of the Administrator's negligence or willful misconduct, Account Holder further agrees to indemnify and hold Vantagelocate.com and its affiliates and agents harmless from and against any losses, costs, liabilities and expenses, including attorney's fees arising out of the Account Holder Data.

The indemnifying party shall be entitled to assume the defense and control of any matter for which it is required to indemnify the other party hereunder, and the other party agrees to cooperate with the indemnifying party's defense of such claims; provided, however, that the indemnified party may also participate in such defense with counsel of its choosing, at its sole expense.

DISCLAIMERS; NO WARRANTIES

UNLESS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE ADMINISTRATOR MAKES NO WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO ANY MATTER, INCLUDING WITHOUT LIMITATION THE SERVICE, AND EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OR CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE ADMINISTRATOR DOES NOT WARRANT THE RESULTS OF USE OF THE SERVICE, AND ACCOUNT HOLDER ASSUMES ALL RISK AND RESPONSIBILITY WITH RESPECT THERETO. ACCOUNT HOLDER SHOULD NOTE THAT IN USING THE SERVICE, SENSITIVE INFORMATION WILL TRAVEL THROUGH THIRD PARTY INFRASTRUCTURES THAT ARE NOT UNDER THE ADMINISTRATOR'S CONTROL (SUCH AS A THIRD PARTY SERVERS). THE ADMINISTRATOR MAKES NO WARRANTY WITH RESPECT TO THE SECURITY OF SUCH THIRD PARTY INFRASTRUCTURES.

LIMITATION OF LIABILITY AND DAMAGES

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SYSTEM FAILURE OR NETWORK OUTAGE, WILL EITHER PARTY OR ITS AFFILIATES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES INCLUDING, BUT NOT LIMITED TO LOSS OF DATA, LOSS OF BUSINESS, PROFITS OR OTHER LOSS, THAT RESULT FROM THIS AGREEMENT, EVEN IF SUCH PARTY OR ITS AUTHORISED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR THE INDEMNITY OBLIGATIONS SET FORTH HEREIN, IN NO EVENT WILL EITHER PARTYS OR ITS AFFILIATES TOTAL LIABILITY TO THE OTHER PARTY FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT (WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) EXCEED THE AGGREGATE FEES DUE BY ACCOUNT HOLDER TO THE ADMINISTRATOR HEREUNDER DURING THE PRIOR 12 MONTHS.

CONFIDENTIALITY

"Confidential Information" shall mean all Account Holder Data; and any information generally understood to be confidential in nature or designated as such by either party, but shall not include information that: is independently developed by the receiving party without access to the other party's Confidential Information; becomes publicly known through no breach of this Agreement by the receiving party; has been rightfully received from a third party authorised to make such disclosure; has been approved for release in writing by the disclosing party; or is required to be disclosed by a legal or governmental authority

During the term of this Agreement, and for 12 months following termination, neither party will, subject to the license expressly granted herein, use, sell or disclose any Confidential Information of the other party except as specifically contemplated herein. Notwithstanding the foregoing, either party may disclose the other party's Confidential Information solely as necessary to comply with applicable laws, rules or regulations.

MISCELLANEOUS

The Administrator reserves the right, at its sole discretion, to modify these Terms of Service, at any time and without prior notice. If the Administrator modifies these Terms of Service, we will post the modification on our website or provide notice of the modification; provided, however, that unless otherwise mutually agreed by the Administrator and Account Holders in writing, no such modification, discontinuation or termination shall be effective until Account Holders next Renewal Date. Neither party shall assign any of its rights, obligations or licenses hereunder without the prior written consent of the other party; provided, however, that either party may assign this Agreement and its rights and obligations hereunder, to a successor of such party by way of merger, consolidation or acquisition of all or substantially all of the assets or business of such assigning party so long as such successor shall agree to be bound by all of the terms and provisions hereof. The Administrator and Account Holder are independent contractors, and neither Vantagelocate.com nor Account Holder is an agent, representative, employer, employee, or partner of the other. The Administrator and Account Holder shall each have sole responsibility for all acts and omissions of their respective personnel.

This Agreement sets forth the entire agreement between The Administrator and Account Holders. This Agreement shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria, without giving effect to principles of conflicts of law. Any notices to be provided to The Administrator under this Agreement shall be sent to The Administrator by electronic mail to info@vantagelocate.com and such notice shall be deemed given upon receipt.

Any notices to be provided to Account Holder under this Agreement shall be sent by electronic mail to the last email address that The Administrator has on file for Account Holder or by nationally recognised express delivery service to the last mailing address the Administrator has on file for Account Holder.

The waiver of any breach or default of this Agreement will not constitute a waiver of any subsequent breach or default, and will not act to amend or negate the rights of the waiving party. If any provision contained in this Agreement is determined to be unenforceable in any respect, then such provision will be severed and the remaining provisions of this Agreement will remain in full force and effect.