Last Updated: July 2004

1. THIS IS AN AGREEMENT BETWEEN YOU AND VIRTUALEYES LLC

This is an agreement ("Agreement") between you and Virtualeyes LLC (or, if applicable based on where you live, one of its affiliates) ("Virtualeyes"). This Agreement governs your use of any Web site or Web page operated by Virtualeyes (each, a "CyberCityTours Web Site," and collectively, the "CyberCityTours Web Sites"). You represent that you are at least 18 years of age and have attained the age of majority in the province, state or country in which you reside, and any information that you submit is correct.
VIRTUALEYES OFFERS THE CYBERCITYTOURS WEB SITES TO YOU CONDITIONED ON YOUR ACCEPTANCE WITHOUT MODIFICATION OF THIS AGREEMENT. YOUR USE OF THE CYBERCITYTOURS WEB SITES CONSTITUTES YOUR ACCEPTANCE OF THIS AGREEMENT.
THIS AGREEMENT CONTAINS DISCLAIMERS OF WARRANTIES AND LIABILITY (See Sections 8, 9, and 10); AND AN EXCLUSIVE REMEDY (See Section 9). THESE PROVISIONS FORM AN ESSENTIAL BASIS OF OUR BARGAIN.

2. HOW VIRTUALEYES MAY MODIFY THIS AGREEMENT

Virtualeyes reserves the right to change the terms, conditions, and notices under which it offers the CyberCityTours Web Sites, including any charges associated with the use of the CyberCityTours Web Sites. You are responsible for regularly reviewing these terms, conditions and notices, and any additional terms posted on any CyberCityTours Web Site. Your continued use of the CyberCityTours Web Sites after the effective date of such changes constitutes your acceptance of and agreement to such changes.

3. ADDITIONAL TERMS

Any CyberCityTours Web Site may itself contain additional terms (for example, codes of conduct or guidelines) that further govern use of that CyberCityTours Web Site, including without limitation, particular features or offers (for example, classified listings). If any terms contained in this Agreement conflict with any terms contained within a CyberCityTours Web Site, then the terms in this Agreement shall control.

4. NO COMMERCIAL, UNLAWFUL OR HARMFUL USE OF THE CYBERCITYTOURS WEB SITES

The CyberCityTours Web Sites are only for your personal use. You will not use the CyberCityTours Web Sites for commercial purposes. You will not use the CyberCityTours Web Sites in any way that is unlawful, or harms Virtualeyes, its affiliates, resellers, distributors, service providers and/or suppliers (each, a "Virtualeyes Party" and collectively, the "Virtualeyes Parties") or any customer of a Virtualeyes Party, as determined in Virtualeyes's sole discretion. Virtualeyes may tell you about certain specific harmful uses in a code of conduct or other notices available through a CyberCityTours Web Site, but has no obligation to do so. You may not use the CyberCityTours Web Sites in any way that breaches any code of conduct, policy or other notice applicable to the CyberCityTours Web Sites. Without limiting the generality of this section, you may not use the CyberCityTours Web Sites in any manner that could damage, disable, overburden, or impair any CyberCityTours Web Site (or the network(s) connected to any CyberCityTours Web Site) or interfere with any other party's use and enjoyment of the CyberCityTours Web Sites.

5. MATERIALS YOU POST OR PROVIDE; COMMUNICATIONS MONITORING

For materials you post or otherwise provide to Virtualeyes related to the CyberCityTours Web Sites (a "Submission"), you grant Virtualeyes permission to (1) use, copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, modify, translate and reformat your Submission, each in connection with the CyberCityTours Web Sites, and (2) sublicense these rights, to the maximum extent permitted by applicable law. Virtualeyes will not pay you for your Submission. Virtualeyes may remove your Submission at any time. For each Submission, you represent that you have all rights necessary for you to make the grants in this section. To the maximum extent permitted by applicable law, Virtualeyes may monitor your e-mail, or other electronic communications and may disclose such information in the event it has a good faith reason to believe it is necessary for purposes of ensuring your compliance with this Agreement, and protecting the rights, property, and interests of the Virtualeyes Parties or any customer of a Virtualeyes Party.

6. SOFTWARE

Your use of any software associated with the CyberCityTours Web Sites will be governed by the terms and conditions of the end user license agreement ("EULA") accompanying such software. If you receive any software that is not accompanied by a EULA, then Virtualeyes grants to you a non-exclusive, revocable, personal, non-transferable license to use such software solely in connection with the CyberCityTours Web Sites and in accordance with this Agreement. Virtualeyes reserves all rights to such software not expressly granted to you in this Agreement. Such software is protected by copyright and other intellectual property laws and treaties. Virtualeyes or its suppliers own the title, copyright, and other intellectual property rights in such software, and such software is licensed, not sold. You will not disassemble, decompile, or reverse engineer, such software, except and only to the extent that such activity is expressly permitted by applicable law. Virtualeyes may automatically check your version of such software and may automatically download upgrades to such software to your computer to update, enhance and further develop the CyberCityTours Web Sites.

7. INFORMATION AVAILABLE FROM THE CYBERCITYTOURS WEB SITES

Virtualeyes and its suppliers do not warrant or guarantee the accuracy or timeliness of any information available from the CyberCityTours Web Sites even if such information appears in any e-mail, pager, cell phone or other alerts available through the CyberCityTours Web Sites. Virtualeyes and its suppliers do not authorize the use of information available from the CyberCityTours Web Sites, for any purpose other than your personal use, and prohibit to the maximum extent allowable the resale, redistribution, and use of this information for commercial purposes. Virtualeyes does not endorse or recommend any particular product or service. Nothing contained in the CyberCityTours Web Sites is intended to constitute professional advice.

8. VIRTUALEYES MAKES NO WARRANTY

VIRTUALEYES PROVIDES THE CYBERCITYTOURS WEB SITES "AS IS," "WITH ALL FAULTS" AND "AS AVAILABLE," AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE VIRTUALEYES PARTIES MAKE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED. THE VIRTUALEYES PARTIES DISCLAIM ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS, STATUTORY AND IMPLIED, INCLUDING WITHOUT LIMITATION (1) WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, ACCURACY, TITLE, QUIET ENJOYMENT, NO ENCUMBRANCES, NO LIENS AND NON-INFRINGEMENT, (2) WARRANTIES OR CONDITIONS ARISING THROUGH COURSE OF DEALING OR USAGE OF TRADE, AND (3) WARRANTIES OR CONDITIONS THAT ACCESS TO OR USE OF THE CYBERCITYTOURS WEB SITES WILL BE UNINTERRUPTED OR ERROR-FREE. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE FACE OF THIS AGREEMENT.

9. LIABILITY LIMITATION; YOUR EXCLUSIVE REMEDY

IN NO EVENT WILL ANY VIRTUALEYES PARTY BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF, BASED ON, OR RESULTING FROM THIS AGREEMENT OR YOUR USE OF THE CYBERCITYTOURS WEB SITES, EVEN IF SUCH VIRTUALEYES PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION OF DAMAGES UNDER SECTION 10 IS INDEPENDENT OF YOUR EXCLUSIVE REMEDY AND SURVIVES IN THE EVENT SUCH REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR IS OTHERWISE DEEMED UNENFORCEABLE. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER THE DAMAGES ARISE FROM (1) BREACH OF CONTRACT, (2) BREACH OF WARRANTY, (3) NEGLIGENCE, OR (4) ANY OTHER CAUSE OF ACTION, TO THE EXTENT SUCH EXCLUSION AND LIMITATIONS ARE NOT PROHIBITED BY APPLICABLE LAW. IF YOU ARE DISSATISFIED WITH THE CYBERCITYTOURS WEB SITES, YOU DO NOT AGREE WITH ANY PART OF THIS AGREEMENT, OR YOU HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST ANY VIRTUALEYES PARTY WITH RESPECT TO THIS AGREEMENT OR THE CYBERCITYTOURS WEB SITES, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE CYBERCITYTOURS WEB SITES.

10. CHANGES TO THE CYBERCITYTOURS WEB SITES; ADDITIONAL LIABILITY LIMITATION

THE VIRTUALEYES PARTIES MAY CHANGE THE CYBERCITYTOURS WEB SITES OR DELETE FEATURES IN ANY WAY, AT ANY TIME AND FOR ANY REASON. As you use the CyberCityTours Web Sites, you should expect to receive, access or use information, materials, graphics, software, data and content (collectively, "Content") originated by Virtualeyes and persons other than Virtualeyes (any such person is referred to as a "Third Party"). WITHOUT LIMITING THE GENERALITY OF SECTIONS 8 AND 9, YOU ACKNOWLEDGE AND AGREE THAT THE VIRTUALEYES PARTIES ARE NOT RESPONSIBLE OR LIABLE FOR (1) ANY CONTENT, INCLUDING WITHOUT LIMITATION, ANY INFRINGING, INACCURATE, OBSCENE, INDECENT, THREATENING, OFFENSIVE, DEFAMATORY, TORTIOUS, OR ILLEGAL CONTENT, OR (2) ANY THIRD PARTY CONDUCT, TRANSMISSIONS OR DATA. IN ADDITION, WITHOUT LIMITING THE GENERALITY OF SECTIONS 8 AND 9, YOU ACKNOWLEDGE AND AGREE THAT VIRTUALEYES IS NOT RESPONSIBLE OR LIABLE FOR (1) ANY VIRUSES OR OTHER DISABLING FEATURES THAT AFFECT YOUR ACCESS TO OR USE OF THE CYBERCITYTOURS WEB SITES, (2) ANY INCOMPATIBILITY BETWEEN THE CYBERCITYTOURS WEB SITES AND OTHER WEB SITES, SERVICES, SOFTWARE AND HARDWARE, (3) ANY DELAYS OR FAILURES YOU MAY EXPERIENCE IN INITIATING, CONDUCTING OR COMPLETING ANY TRANSMISSIONS OR TRANSACTIONS IN CONNECTION WITH THE CYBERCITYTOURS WEB SITES IN AN ACCURATE OR TIMELY MANNER, OR (4) ANY DAMAGES OR COSTS OF ANY TYPE ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF ANY SERVICES AVAILABLE FROM THIRD PARTIES THOUGH LINKS CONTAINED ON THE CYBERCITYTOURS WEB SITES. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN SECTIONS 8, 9 AND 10 OF THIS AGREEMENT APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND ARE NOT INTENDED TO DEPRIVE YOU OF ANY MANDATORY PROTECTIONS PROVIDED TO YOU UNDER APPLICABLE LAW.

11. TERMINATION; ACCESS RESTRICTION

Virtualeyes may terminate this Agreement, or terminate or suspend your access to the CyberCityTours Web Sites at any time, with or without cause, with or without notice. Upon such termination or suspension, your right to use the CyberCityTours Web Sites will immediately cease. UPON SUCH TERMINATION OR SUSPENSION, ANY INFORMATION YOU HAVE STORED ON THE CYBERCITYTOURS WEB SITES MAY NOT BE RETRIEVED LATER.

12. CHOICE OF LAW AND LOCATION FOR RESOLVING DISPUTES

If this Agreement is with Virtualeyes LLC, claims for enforcement, breach or violation of duties or rights under this Agreement will be adjudicated under the laws of the State of Michigan, without reference to conflict of laws principles. If this Agreement is with a Virtualeyes affiliate, claims for enforcement, breach or violation of duties or rights under this Agreement will be adjudicated under the laws of the place of incorporation for such Virtualeyes affiliate, without reference to conflict of laws principles. All other claims, including, without limitation, claims under or for violation of consumer protection laws, unfair competition laws, and in tort, will be adjudicated under the laws of your state of residence in the United States, or, if you reside outside the United States, under the laws of the country to which the subject CyberCityTours Web Sites are directed. If this Agreement is with Virtualeyes LLC, you hereby irrevocably consent to the exclusive jurisdiction and venue of state or federal courts in Oakland County, Michigan, USA in all disputes arising out of or relating to the use of the CyberCityTours Web Sites. If this Agreement is with a Virtualeyes affiliate, you hereby consent to the exclusive jurisdiction and venue of the courts located in the place of incorporation for such Virtualeyes affiliate in all disputes arising out of or relating to the use of the CyberCityTours Web Sites.

13. INTERPRETING THE AGREEMENT; ASSIGNMENT

If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect. Virtualeyes may assign this Agreement, in whole or in part, at any time with or without notice to you. You may not assign this Agreement, or assign, transfer or sublicense your rights, if any, in the CyberCityTours Web Sites. Except as expressly stated herein, this Agreement constitutes the entire agreement between you and Virtualeyes with respect to the CyberCityTours Web Sites and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Virtualeyes with respect to the CyberCityTours Web Sites. The section titles in the Agreement are solely used for the convenience of the parties and have no legal or contractual significance.

14. YOU HAVE LIMITED TIME TO BRING YOUR CLAIM

YOU AND VIRTUALEYES AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE CYBERCITYTOURS WEB SITES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

15. COPYRIGHT AND TRADEMARK NOTICES; OTHER ACKNOWLEDGEMENTS

All contents of the CyberCityTours Web Sites are Copyright © 2004 Virtualeyes LLC and/or its suppliers, 205 South Edgeworth Avenue, Royal Oak, Michigan 48067 U.S.A. All rights reserved. Virtualeyes, CyberCityTours, CyberCityTours logo, and/or other Virtualeyes products and services referenced herein may also be either trademarks or registered trademarks of Virtualeyes in the United States and/or other countries. The names of actual companies and products mentioned herein may be the trademarks of their respective owners. The example companies, organizations, products, domain names, e-mail addresses, logos, people, places and events depicted herein are fictitious. No association with any real company, organization, product, domain name, e-mail address, logo, person, places or events is intended or should be inferred. Any rights not expressly granted herein are reserved. Certain software used in certain CyberCityTours Web Sites servers is based in part on the work of the Independent JPEG Group. Copyright © 1991 -1996 Thomas G. Lane. All rights reserved.

16. NOTICES AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to Service Provider's Designated Agent. ALL INQUIRIES NOT RELEVANT TO THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE.