User Agreement

THE FOLLOWING DESCRIBES THE TERMS ON WHICH The Virdaq OFFERS YOU ACCESS TO IT'S SERVICES.

Welcome to the User Agreement for The Virdaq. This Agreement describes the terms and conditions applicable to your useof our services available under the domain and sub-domains of www.virdaq.com. If you do not agree to be bound by the terms and conditions of this Agreement, do not use or access The Virdaq's services. The Virdaq's systems are NOT useable by members, owners, employees or anyone operating on the behalf of Microsoft, Microsoft Zone, Turbine Games, Origin Systems Inc, Electronic Arts, Disney Corporation, Lucasfilms, Sony Entertainment, Verant, Mythic, Wolfpack, UbiSoft, TSR, Wizards of the Coast, Infocom, Funcom, NCSoft, SquareEnix U.S.A Inc, SquareEnix.co.ltd. It is a contradiction and breach of Ethics for the creators, owners, employees and operators of MMORPG or PSU games to use this site or and of its services and is also prohibited. For specific questions, refer to our FAQ section. You must read, agree with and accept all of the terms and conditions contained in this User Agreement and the Privacy Policy, which include those terms and conditions expressly set out below and those incorporated by reference, before you may become a user of The Virdaq. We may amend this Agreement at any time by posting the amended terms on our site. Except as stated below, all amended terms shall automatically be effective 30 days after they are initially posted on our site. This Agreement may not be otherwise amended. This Agreement is effective on May 1th, 2002.

Membership Eligibility.
Our services are available only to individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, our services are not available to minors or to temporarily or indefinitely suspended Virdaq members. If you are a minor, you can use this service only in conjunction with your parents or guardians. If you do not qualify, please do not use our services. Further, your Virdaq account (including feedback) and User Id may not be transferred or sold to another party. If you are registering as a business entity, you represent that you have the authority to bind the entity to this Agreement.

Fees and Services.
Joining The Virdaq is free. Posting Buys or Sells are subject to fees. We may change our Fees and Credits Policy and the fees for our services from time to time. Our changes to the policy are effective after we provide you with at least one (1) day of notice of the changes by posting the changes on the general news section. However, we may choose to temporarily change our Fees and Credits Policy and the fees for our services for promotional events and such changes are effective when we post the temporary promotional event on the general news page. When you list an item you have an opportunity to review and accept the fees that you will be charged for the use of our listing services. We may in our sole discretion change some or all of our services at any time. In the event we introduce a new service, the fees for that service are effective at the launch of the service. Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for paying all fees associated with using our service and our website and all applicable taxes.

1.1 The Virdaq is not an Auctioneer/Trade Broker. Our site acts as a venue to allow anyone to offer, sell, and buy just about anything related to online gaming and items of "Virtual" or "Data" nature, at anytime, from anywhere, in a variety of pricing formats. As a result, we have no control over the quality, safety or legality of the items advertised, the truth or accuracy of the listings, the ability of sellers to sell items or the ability of buyers to buy items. We cannot ensure that a buyer or seller will actually complete a transaction.

1.2 Identity Verification. We use many techniques to identify our users when they register on our site. However, because user verification on the Internet is difficult, The Virdaq cannot and does not confirm each user's purported identity. Thus, we have established a user-initiated rating system to help you evaluate with whom you are dealing. We also encourage you to communicate directly with potential trading partners through the tools available on our site. You may also wish to consider using a third party service or services that provide additional user verification.

1.3 Release. Because we are a venue, in the event that you have a dispute with one or more users, you release The Virdaq (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.

1.4 Information Control. We do not control the information provided by other users that is made available through our system. You may find other user's information to be offensive, harmful, inaccurate, or deceptive. Please use caution, common sense, and practice safe trading when using our site. Please note that there are also risks of dealing with underage persons or people acting under false pretense. Additionally, there may also be risks dealing with international trade and foreign nationals.

Buying.
As a buyer, you are obligated to complete the transaction with the seller: If you purchase an item unless the item is listed in a category under the Non-Binding Bid Policy or the transaction is prohibited by law or by this Agreement. By placing a buy on an item you agree to be bound by the conditions of sale included in the item's description so long as those conditions of sale are not in violation of this Agreement or unlawful. Buys are not retractable except in exceptional circumstances, such as: when the seller materially changes the item's description after you buy; a clear typographical error is made; you cannot authenticate the seller's identity. If you choose to bid on mature audience items or items that are restricted to adult use, you are certifying that you have the legal right to purchase such items.

2.1 Listing Items. You must be legally able to sell the item(s) you list for sale on our site. You must describe your item and all terms of sale on the listing page of our site. Your listings may only include text descriptions, graphics, pictures and other content relevant to the sale of that item. All listed items must be listed in an appropriate category.

2.2 Binding Buys. You are obligated as the seller to complete the transaction with the buyer upon the listing's completion, unless there is an exceptional circumstance, such as: (a) the buyer fails to meet the terms of your listing (such as payment method), or (b) you cannot authenticate the buyer's identity.

2.3 Fraud. Without limiting any other remedies, The Virdaq may suspend or terminate your account if we suspect that you (by conviction, settlement, insurance or investigation, or otherwise) have engaged in fraudulent activity in connection with our site and/or services.

2.4 Manipulation. Neither you, buyers nor sellers, may manipulate the price of any item nor may you interfere with other user's listings or transactions.

3.1 Definition. "Your Information" is defined as any information you provide to us or other users in the registration, buying, selling or listing process, in any public message area or through any email feature. You are solely responsible for Your Information, and we act as a passive conduit for your online distribution and publication of Your Information.

3.2 Restricted Activities. Your Information (or any items listed) and your activities on the site shall not:
(a) be false, inaccurate or misleading;
(b) be fraudulent or involve the sale of counterfeit or stolen items;
(c) involve the misuse of copywrited material vehicles of an exploitive nature;
(d) violate any law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, antidiscrimination or false advertising);
(e) be defamatory, trade libelous, unlawfully threatening or unlawfully harassing;
(f) be obscene or contain child pornography or, if otherwise adult in nature or harmful to minors, shall be posted only in the Mature Audiences section and shall be distributed only to people legally permitted to receive such content;
(g) contain any viruses, Trojan horses, worms, time bombs,
(h) create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers; and
(i) link directly or indirectly to or include descriptions of goods or services that:
   (aa) are prohibited under this Agreement;
   (bb) are identical to other items you have up for auction. Furthermore, you may not list any item on the site (or consummate any transaction that was initiated using our service) that, by paying to us the listing fee or the final value fee, could cause us to violate any applicable law, statute, ordinance or regulation, or that violates our current Prohibited, Questionable and Infringing Items.

3.3 License. Solely to enable The Virdaq to use the information you supply us with, so that we are not violating any rights you might have in that information, you agree to grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright, publicity, and database rights (but no other rights) you have in Your Information, in any media now known or not currently known, with respect to Your Information. The Virdaq will only use Your Information in accordance with our Privacy Policy. You agree not take any action that imposes an unreasonable or disproportionately large load on our infrastructure. Much of the information on our site is updated on a real time basis and is proprietary or is licensed to The Virdaq by our users or third parties. You agree that you will not copy, reproduce, alter, modify, create derivative works, or publicly display any content (except for Your Information) from our website without the prior expressed written permission of The Virdaq or the appropriate third party.

4.1 Integrity. You may not take any actions that may undermine the integrity of the Virdaq Rating system. If you earn a net feedback rating of -2 (minus two), your membership may be suspended, and you may be unable to post, buy, sell, or otherwise use the site or services contained within.

4.2 Export. You acknowledge that your Virdaq Rating consists of comments left by other users and a composite Virdaq Rating number compiled by The Virdaq, and that the composite number without the comments does not convey your full user profile. Because Virdaq Ratings are not designed for any purpose other than for facilitating trading between The Virdaq's users, you agree that you shall not market or export your The Virdaq Rating in any venue other than a The Virdaq operated website.

4.3 Import. We do not provide you the technical ability to import Ratings/Feedback from other websites to The Virdaq because a composite number, without the corresponding Rating/Feedback does not reflect your true online reputation within our community.

Breach.
Without limiting other remedies, we may immediately remove your item listings, warn our community of your actions, issue a warning, temporarily suspend, indefinitely suspend or terminate your membership and refuse to provide our services to you if: (a) you breach this Agreement or the documents it incorporates by reference; (b) we are unable to verify or authenticate any information you provide to us; or (c) we believe that your actions may cause financial loss or legal liability for you, our users or us.

Privacy.
We do not sell or rent your personal information to third parties for marketing purposes without your consent and we only use your information as described in the Privacy Policy. We view protection of users' privacy as a very important community principle. We understand clearly that you and your information is one of our most important assets. We store and process your information on computers located within North America that are protected by physical as well as technological security devices. We use third parties to verify and certify our privacy principles. If you object to your Information being transferred or used in this way please do not use our services.

No Warranty.
WE, OUR SUBSIDIARIES, EMPLOYEES AND OUR SUPPLIERS PROVIDE OUR WEB SITE AND SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. WE, OUR SUBSIDIARIES, EMPLOYEES AND OUR SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Some areas do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights that vary from area to area.

Liability Limit.
IN NO EVENT SHALL WE, OUR SUBSIDIARIES, EMPLOYEES OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR SITE, OUR SERVICES OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE).

OUR LIABILITY, AND THE LIABILITY OF OUR SUBSIDIARIES, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF:
(A) THE AMOUNT OF FEES YOU PAY TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND
(B) $100. Some areas do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.

Indemnity.
You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party.

Legal Compliance.
You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of our service and your bidding on, listing, purchase, solicitation of offers to purchase, and sale of items.

No Agency.
You and The Virdaq are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

Notices.
Except as explicitly stated otherwise, any notices shall be given by postal mail to:

Virtual Goods and Services Inc. Attn: Legal Department
65 Spring Garden Ave - 1807
Toronto, Ontario, Canada
M2N 6H9

General.
This Agreement shall be governed in all respects by the laws of the Province of Ontario as such laws are applied to agreements entered into and to be performed entirely within Ontario between Ontario residents. We do not guarantee continuous, uninterrupted or secure access to our services, and operation of our site may be interfered with by numerous factors outside of our control. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. You agree that this Agreement and all incorporated agreements may be automatically assigned by The Virdaq, in our sole discretion, to a third party in the event of a merger or acquisition. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.

Disclosures.
The services hereunder are offered by Virtual Goods and Services Inc., located at:

65 Spring Garden Ave - 1807
Toronto, Ontario, Canada,
M2N 6H9.