Performance Improvement Score™ Terms of Use

The web site available at http://www.RareBrain.com, all linked pages, and the various products and services available here (collectively, the “Site”), are owned and operated by RareBrain Capital, LP, a Texas Limited Partnership (the “Company”, “we” or “us”). These Terms of Use (the “Terms”) represent the complete agreement between “you” (meaning any person or entity who uses, access, browses, crawls, scrapes or in any way utilizes the Site) and the Company as to your use of the Site, as well as your purchase of any products from this Site.

1. Description of Services

The Company primarily provides fee for hire consulting services. We are a business advisory firm. We will evaluate your business, provide advisory services, and prepare for you work products that are designed to make your business more successful (collectively, the “Deliverables”). We are NOT a law firm, bank, broker-dealer, or finder. Unless we expressly state otherwise in writing, you will pay us a fee agreed in advance. Our Deliverables are not intended to provide, and do not in any way include or constitute, legal, investment, tax or accounting advice of any kind and should not be relied upon in that regard. You agree to consult independently with your tax advisor or attorney regarding any transactions that you may enter, including this Agreement. The Company is also in the business of creating, collecting and publishing information, media, news and opinions concerning various business and financial issues that may be of interest to businesses, and business owners. The Company also provides certain content for purchase or fee, including but not limited to, educational and informative eBooks and related media, legal and financial form templates, and investor databases (collectively, the “Products”).

2. Acceptance of Terms

The Company provides the Site and Products subject to your compliance with all the terms, conditions and notices contained or referenced in these Terms, as well as any other written agreement between us. In addition, when using particular services or Product on this Site, you also agree to comply with any and all published guidelines or rules applicable to such services or Products. All such guidelines or rules are hereby incorporated by reference into these Terms.
BY USING THIS SITE AND/OR PURCHASING ANY PRODUCTS, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, EXIT THE SITE NOW.

Your agreement with us regarding your compliance with these Terms is effective immediately upon your use of this Site and/or purchase of any Product. Your exclusive remedy for dissatisfaction with this Site, or any Products available on or through this Site, is to stop using the Site and/or the Product.

3. Periodic Revision of Terms, Products & Services

The Company may update or modify these Terms from time to time without notice to you by posting the revised Terms on this page. You acknowledge and agree that it is your responsibility to review these Terms periodically and to be aware of any such revisions. Your continued use of this Site after any update or modification of these Terms will constitute your acceptance of the revised Terms and your agreement to abide and be bound by the revised Terms.

The Company reserves the right to modify or discontinue the Site and/or any Product at any time with or without notice to you for any reason. Modifications may include, but are not limited to, changes in access and pricing, or the addition or removal of services or any other Products. New Products, media, content or services that augment or enhance the Site are subject to these Terms.

4. Eligibility

You must be at least 18 years old and a resident of the United States to use this Site or purchase any Product.

If you use the Site or purchase a Product on behalf of a company, entity, or organization, you must be an authorized representative with the authority to bind it to the Terms (which authority you hereby exercise).

5. No Advice or Special Relationship

You agree that your use of the Site and/or purchase of a Product does not represent or establish a fiduciary, attorney-client or any other special relationship between you and the Company. Regardless of authorship, you acknowledge that this Site and all Products made available through the Site are not intended to provide, and do not in any way include or constitute, legal, investment, tax or accounting advice of any kind should not be relied upon in that regard. Your financial, business, legal and/or tax situation may be unique and therefore you should independently consult a tax advisor or attorney.

You agree and acknowledged that the Company is not a broker or dealer in securities, and that no materials on the Sites represent any offer to buy, sell or broker an exchange of securities.

No agency, partnership, joint venture or employment relationship is created as a result of these Terms. Neither party has any authority to bind the other in any respect whatsoever.

6. Links to Third Party Sites

The Site may link to other websites, not owned or controlled by the Company. You are responsible for your actions once you leave this Site. Follow any links, directions or instructions to other sites at your own risk. The Company makes no representations regarding the privacy practices of any such websites. The Company is not responsible for the content of off-site pages or any other websites linked or linking to our Site. If you have any questions or concerns relating to a linked site, please direct them to that site’s administrator or webmaster.

7. Intellectual Property

All content, media, Products and other materials displayed or otherwise made available on or through the Site (including, but not limited to, instructions, information, eBooks, text, articles, forms, databases, guides, frequently asked questions, illustrative graphics, flowcharts, spreadsheets, photos and the like) are protected by copyright, trademark, and other intellectual property rights under the United States, state laws, foreign laws and international conventions. You agree to abide by all copyright notices, trademark, information and other restrictions contained in any Product, content or media you access through the Site.

Any rights associated with the Site held by a party other that the Company (the “Third Party Content”) will be labeled with its respective authors where known and/or identified as Third Party Content unless such labeling would be unreasonable. Third Party Content is the property and sole responsibility of the respective third party, except where such rights have been reserved or transferred to the Company by the third party. The Company has no liability or responsibility for any Third Party Content, the continued availability of such content, nor for any interest or damages that may arise out of your reliance on Third Party Content.

Except for Third Party Content, the Company owns all copyrights, trademarks, service marks, trade names and other intellectual and proprietary rights throughout the world associated with the Company, Site and the Products, which are protected by copyright, trade dress, patent, trademark laws and all other applicable intellectual and proprietary rights and laws. As such, you may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit, the Site or any Product in whole or in part except as expressly authorized by the Company. Except as expressly and unambiguously provided herein, Company does not grant you any express or implied rights, and Company retains all rights in and to the Site and Products.

You acknowledge that content made available through the Site may include security features that protect digital information and limit your use of certain materials to those uses expressly authorized by these Terms. You agree to comply with such authorizations. You agree not to tamper with, remove, violate or in any way alter such security features or any other mark, text, graphic, code or device that may evidence or communicate that the referenced content or media is protected intellectual property. You agree not to attempt to, or assist another person to, circumvent, reverse-engineer, decompile, disassemble, or otherwise tamper with any of the security features for any reason whatsoever.

Your compliance with the Terms may be controlled and monitored by the Company. The Company reserves the right to enforce the Terms with or without notice to you. Violations of the Company’s intellectual property rights or its securities precautions may result in civil or criminal liability.

8. Restricted Use of Site Content

You may not utilize the Site or a Product in any way other than as expressly provided in this Agreement.

Without our written consent, you may not (a) reproduce, duplicate, copy, sell, resell or exploit any portion of the Site, use of the Site, or access to the Site; (b) allow, enable, or otherwise support the transmission of mass unsolicited commercial advertising or solicitations via e-mail (i.e., spam); (c) use any high volume, automated, or electronic means (including, without limitation, robots, spiders, scripts, or other automated devices) to access the Site or monitor or copy our web pages or the content contained thereon; (d) deep link to the Site for any purpose; or (e) frame the Site, place pop-up windows over its pages, or otherwise affect the display of its pages.

You agree that you will not use the Site or any Product to (a) violate or encourage the violation of any local, state, Federal or international law; (b) stalk, harass or harm another individual or entity; (c) impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity; or (d) breach a provision of these Terms.

9. Responsible use of Product; Prohibition on Spam

From time to time, the Company may distribute information or media that includes third party contact information. The publication or distribution of any particular individual or entity’s contact information in connection with the Site or a Product is for informational purposes only. Your receipt of such information from the Company does not authorize you to contact that person or entity, nor does it represent the express or implied consent by that person or entity to be contacted by you for any reason. You acknowledge that the persons and entities with information included in these products did not opt-in to receiving email, newsletters, solicitations, invitations or any other correspondence from you. You warrant that you will not use the information provided in a manner forbidden by law, or in any way that could be considered a nuisance or other invasion of privacy, including but not limited to: unsolicited mass emails, spam, reselling the contact information to unlicensed third parties, publishing the contact information in a public forum, publishing the contact information online, misrepresentation, fraud, harassment, or continuing to contact a person or entity after they have asked you to stop. You understand that your access to these databases and/or this information is dependent on your responsible use of the information contained therein, and that such access can be revoked at any time without notice for any reason deemed reasonable by the Company. In the event that you are the subject of legal action regarding your use of the contact information provided, the Company hereby disclaims all liability, express or implied, that may arise.

When viewing, referencing or using third party contact information obtained from the Company (including such information contained in Products you may have purchased from us), you agree to comply with all applicable laws regarding the use of personal contact information, including but not limited to the Federal CAN-SPAM act and any other applicable state or Federal law or regulation regarding privacy, advertising, solicitation and the use of email or fax.

10. Forms, Model Agreements & Documents

This Site and various Products may include sample forms, contracts, specifications, product and services descriptions, checklists and business or legal template documents (collectively, “Forms”). Some Forms may be public domain forms or otherwise available from public records. Except for such public domain materials, you may not relicense, sell, sublicense, distribute, assign or transfer any rights to the Forms. You acknowledge that any and all Forms provided through the Site and in connection with various Products are made available to you as informational models and samples.

Like all other materials and information on the Site, the Forms are provided “as is.” You acknowledge that some or all of the Forms may be inappropriate for your particular circumstances. Furthermore, you acknowledge that various state laws may require different or additional provisions in a particular Form to accomplish your desired result. You agree to consult with legal or other counsel as necessary to determine the appropriate legal or business documents necessary for your particular transactions.

Please refer to the following provisions regarding warranties and liabilities (Section [11 & 12]), for additional important information regarding the Forms.

11. Disclaimer of Warranties

ALL INFORMATION AND CONTENT PROVIDED IN CONNECTION WITH THE SITE AND THE PRODUCTS IS MADE AVAILABLE TO YOU FOR INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY. IT IS PROVIDED “AS IS” WITH NO WARRANTIES OF ANY KIND.

MEDIA ACCOLADES, RECOGNITION, REVIEWS, PATRONIZATION, TESTIMONIALS, AND LIKE STATEMENTS (“ACCOLADES”) REFERENCED ON THIS SITE MAY NOT BE SPECIFICALLY WRITTEN ABOUT OR ADDRESSED TO EXIT BOMB ORGANIZATION, LLC, BUT MAY INSTEAD ENCOMPASS A SELECTION OF THE ACCOLADES THAT HAVE BEEN AWARDED TO THE COMPANY’S CONTRACTORS, AFFILIATES AND/OR CORPORATE OFFICERS. THESE ACCOLADES ARE TRUE AND CORRECT TO THE BEST OF THE COMPANY’S KNOWLEDGE, AND REFLECT BOTH DIRECT AND INDIRECT RECOGNITION OF THE COMPANY’S SERVICES.

THE COMPANY MAKES NO REPRESENTATION OR WARRANTY FOR THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE SITE, PRODUCTS OR FORMS. YOU AGREE THAT YOUR USE OF ANY INFORMATION, FORMS OR CONTENT YOU OBTAIN THROUGH THE SITE AND/OR THE PRODUCTS IS AT YOUR OWN DISCRETION AND RISK.

EXCEPT AS PROVIDED HEREIN, THE COMPANY DISCLAIMS ALL LIABILITY FOR THE TIMELINESS, SEQUENCE, QUALITY, ACCURACY, CONTENT, COMPLETENESS, LEGALITY, RELIABILITY, OPERABILITY OR AVAILABILITY OF INFORMATION OR MATERIAL CONTAINED ON THE SITE OR IN ANY PRODUCT. THE COMPANY DISCLAIMS ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES IN CONNECTION WITH THE SITE, PRODUCTS AND FORMS, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, ACCURACY AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.

Some states do not allow the exclusion of certain warranties, so some or all of the exclusions in this Section [11] may not apply to you.

12. Limitation of Liability

Except as otherwise provided herein, YOU AGREE THAT THE COMPANY IS NOT LIABLE FOR ANY CLAIMS WHATSOEVER, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGE (INCLUDING WITHOUT LIMITATION ANY LOST REVENUES, LOST PROFITS, LOST OPPORTUNITIES, LOSS OF PROSPECTIVE ECONOMIC ADVANTAGE) ARISING OUT OF OR IN CONNECTION WITH THE SITES, OR PRODUCTS AVAILABLE FROM THE SITE, EVEN IF WE ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL COMPANY BE LIABLE UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY (a) FOR LOSS OR INACCURACY OF ANY CONTENT, OR (b) FOR ANY INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER.

Some states do not allow the exclusion or limitation of incidental or consequential damages, so some or all of the limitations or exclusions in this Section [12] may not apply to you.

13. Indemnification

You agree to indemnify and hold the Company, its parents, subsidiaries, affiliates, officers and employees, harmless, including costs and attorneys’ fees, from any claim or demand made by a third party and arising out of or related to your use of the Site or a Product, including but not limited to any claim or allegation of loss related to any of the following: (a) acts by you in violation of these Terms, (b) your use of the Site or a Product in a manner not expressly authorized by these Terms, (c) your adaptation or modification of the Site or a Product to apply to your needs or circumstances, or (d) any act or omission by you in connection with your use of the Site or a Product that violates a federal, state, or local law, regulation or any international treaty.

14. Termination

The Company may terminate or suspend your right to access or use the Site and/or your use of any Product without prior notice or liability if you breach any of the Terms. Upon such termination or suspension, your right to access the Site and use the Products will immediately cease. All provisions of this Agreement, which by their nature should survive termination, shall survive termination, including without limitation ownership provisions, warranty disclaimers and limitations of liability.

15. Privacy Policy

Your privacy is important to us. Our Privacy Policy is incorporated into these Terms. The Privacy Policy governs all information collected from you in connection with your use of the Site and/or purchase of any Product.

16. Choice of Law

This Agreement will be governed by and construed in accordance with the internal laws of the State of Nevada, excluding that body of laws known as choice of law or conflict of laws.

17. Agreement to Arbitrate Any Dispute

Any dispute, controversy or claim arising out of or relating to these Terms will be resolved through mandatory binding arbitration conducted in Las Vegas, Nevada, or the nearest office of J.A.M.S, before J.A.M.S./ENDISPUTE or its successor (“JAMS”) pursuant to the United States Arbitration Act, 9 U.S.C. Section 1, et seq. (the “Act”), and these Terms. The arbitration will be conducted in accordance with the provisions of J.A.M.S.’s Streamlined Arbitration Rules and Procedures in effect at the time of filing of the demand for arbitration (the “JAMS Rules”). The Terms will control in the event of any inconsistency between this agreement and the JAMS Rules. The parties will cooperate with JAMS and with each other in promptly selecting a single arbitrator from JAMS’s panel of neutrals. If the parties fail to so select an arbitrator within thirty (30) days following the date of either party’s notice of demand to conduct arbitration, then JAMS will appoint an arbitrator in accordance with the JAMS Rules. The award of the arbitrator will be in writing and will set forth findings of fact and conclusions of law. Judgment on the arbitrator’s award will be final and binding upon the parties and may be entered in any court having jurisdiction thereof. If for any reason JAMS or its successor no longer is in business, then the arbitration shall be conducted in accordance with the commercial arbitration rules of the American Arbitration Association. The parties will share the arbitrator’s fees equally and each party will bear its own costs and attorneys’ fees. All papers, documents or evidence, whether written or oral, filed with or presented in connection with the arbitration proceeding will be deemed by the parties and by the arbitrator to be confidential information of both parties. The arbitrator chosen in accordance with these provisions will not have the power to alter, amend or otherwise affect these arbitration provisions or the Terms. Notwithstanding the foregoing, nothing in this Section shall prevent either party from applying for and obtaining from a court a temporary restraining order and/or other injunctive relief.

18. Miscellaneous

The failure of either party to exercise in any respect a right provided by these Terms shall not be deemed a waiver of that right or any other rights hereunder.

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable.

The Terms represent the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this agreement, and that all modifications must be in a writing, except as otherwise provided herein.