Terms and Conditions

Welcome to Alacra! As a new user to the system, please take a moment to review the Terms and Conditions under which the service is operated.

TERMS AND CONDITIONS OF SERVICE

Alacra, Inc. Terms of Use: Notice to Individual Users ("Users") and to Users within Approved Subscribers' Companies ("Subscriber Users")

www.alacra.com is a web site including proprietary search technology, content, and software, wholly owned or licensed by Alacra, Inc.

1. NOTICE TO INDIVIDUAL USERS: Once you have received a login name and password, use of Alacra by you ("User") is subject to the Terms of Use set forth below ("Terms of Use"). By using Alacra, User signifies knowledge of and agreement to the Terms of Use.

2. NOTICE TO SUBSCRIBER USERS: If you are an employee or designated user ("Subscriber User") within a company that has signed a separate Service Agreement ("Agreement"), such Agreement contains terms and conditions substantially similar to the Terms of Use set forth below. The following Terms of Use are standard terms and conditions of use and are provided to inform Subscriber User of the limits and obligations governing use of this site as an employee or designated user of Subscriber User's company. These terms may have been modified in the specific Agreement signed by your company, which modified terms shall govern Subscriber User's use of this site. By using Alacra, Subscriber User signifies knowledge of and agreement to The Agreement signed by Subscriber User's company. Contact your legal department, contract administrator, or Alacra, Inc. at customer_service@alacra.com for a copy of the specific Agreement applicable to you and your company's use of Alacra;, or to determine if you are a User or a Subscriber User.


ALACRA TERMS OF USE

(Note: These are the standard Terms of Use. If you are a Subscriber User, your company may have signed a modified version. See paragraph 2 above, Notice to Subscriber Users.)

1. License: Alacra, Inc. hereby grants User (hereafter "Subscriber") a non-exclusive, non-transferable license to access and use Alacra: its Internet search technology, software and web site via the World Wide Web, through the http://www.alacra.com website and other designated websites ( collectively "the Service"). The Service contains links to other Web sites ("Site Links"), Web pages and services ("the Site" or "the Sites") and premium Databases and Services ("the Premium Services") (collectively "the Content"), operated and/or owned by Alacra, Inc., by its licensed content providers ("Licensors"), or by entities which do not contract directly with Alacra, Inc. but provide services and content independently over the Web ("Content Providers"). Subscriber's use of each Site is also subject to the Terms of Use or Service, and Privacy Policy, if any, contained within each Site, which Subscriber is responsible for accessing and complying with. If any of the terms and conditions contained in these Terms of Use ( hereafter "Agreement") conflict with the terms of use contained within any particular Site, then those Site specific terms and conditions shall control the use of that Site; however, no site specific terms shall in any way change the terms of this Agreement as to rights and obligations between Alacra, Inc. and Subscriber. Access to and use of the Premium Databases and Services are subject to a separate Agreement and separate fees. Subscriber may use the Service and Content in the internal operation of its organization only. Use of the Service or Content other than in the internal operation of Subscriber's organization ("External Use") is subject to a separate Agreement and separate fees. The license granted hereby may not be assigned, transferred or sublicensed without the prior written consent of Alacra, Inc., its Licensors or the Content owner. Subscriber shall not sell, lease, sublicense, assign, export, retransmit, publish, reproduce, reverse engineer, disassemble, decompile, otherwise attempt to discern the source code, modify or otherwise transfer in any manner the Service, any underlying software, technology or other Content in any form without the prior written permission of Alacra, Inc., the Licensor or Content Provider thereof. Alacra, Inc. assumes no responsibility for the results of use of the Service, Content, software available from the Sites, or any offensive or otherwise objectionable Content. Subscriber assumes total responsibility and risk of use of the Service and Content.

2. Subscriber Access, Identification and Privacy: Alacra, Inc. may assign each Subscriber a Subscriber identification code and password in order to access the Service or access may be arranged through Subscriber's intranet. If Subscriber's identification or password has been revealed to a person not expressly authorized by Subscriber to use it, Subscriber shall immediately notify Alacra, Inc. by telephone or e-mail, confirming such notice in writing. Upon receipt of such notice, Alacra, Inc. will, as promptly as practicable, freeze access to the Service for that Subscriber identification code and password and will assign Subscriber a new Subscriber identification code and password. Subscriber gives Alacra, Inc. the right to use certain aggregate information contained in information provided by Subscriber or data related to Subscriber's use of the Service, provided that such information will not include identifying information, except as authorized by Subscriber. Alacra, Inc. reserves the right to provide such identifying information to third parties when such action is reasonably necessary to comply with applicable laws, legal process or to enforce this Agreement. Alacra, Inc. may place "Cookies" on Subscriber's systems to effectuate more efficient delivery of the Service and Content.

3. Access and Force Majeure: Alacra, Inc. will use reasonable efforts to make the Service available 24 hours a day, 365 days a year. Alacra, Inc. reserves the right to add to or remove any parts of the Service at any time without prior notice. Alacra, Inc. shall not be responsible for any failure to perform, or delay in performance, in whole or in part, due to unforeseen circumstances or circumstances beyond Alacra, Inc.'s control, including but not limited to acts of God, war, riot, embargoes, acts of civil or military authority; communication line, server or Internet failures, attacks or viruses; fire, flood, accidents, strikes, shortages of fuel, labor or materials.

4. Proprietary Rights in the Service: Subscriber acknowledges that the Service and Content are proprietary to Alacra, Inc. or its Licensors or Content Providers; that copyrights, trademarks, product or service names, brand names, company names, and logos appearing in the Service or Content are the property of their respective owners; that the Service, and Content shall remain the exclusive property of Alacra, Inc., such Licensors or Content Providers; and that Subscriber has no rights therein other than as expressly set forth herein. Subscriber agrees to prevent the unauthorized access, duplication, distribution, modification or other use of the Service and Content. Use of any third party software that is provided or used with the Service or Content is included for use at Subscriber's option, and all such use shall be governed by such third party's license and not by this Agreement.

5. Invoices, Payment and Taxes: Subscriber shall pay Alacra, Inc. for the Service fees shown on the order form and for all subsequent invoices for access and use of the Service and Content. All invoices from Alacra, Inc. are due upon receipt. Subscriptions (other than pre-paid subscriptions) are billed every month for actual use. Alacra, Inc. reserves the right to cancel this agreement at any time without prior notice for failure to pay. Overdue amounts shall bear interest at a rate of 1.5% per month, but no greater than the maximum permitted by law. Subscriber is responsible for all sales, use, property or similar taxes and all customs, VAT, tariffs, duties or similar import fees applicable to the transactions described herein and attorney's and service fees resulting from collections of overdue invoices.

6. Term: Alacra, Inc. grants to Subscriber a license to use the Service for a one (1) year period commencing on the start date set forth in this Agreement.

7. Warranty Disclaimer, Limitation of Liability, Indemnification: THIS SERVICE AND CONTENT, INCLUDING BUT NOT LIMITED TO, ANY CONTENT, SITE, SITE-LINK OR ANY SITE-RELATED SERVICE, OR ANY PRODUCT OR SERVICE ACCESSED, LICENSED OR PURCHASED THROUGH THE SERVICE, OR ANY SOFTWARE USED IN OR DOWNLOADED FROM THE SITE, IS PROVIDED "AS IS." Alacra, Inc., ITS LICENSORS AND CONTENT PROVIDERS DISCLAIM ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE FOREGOING, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Alacra, Inc. MAKES NO WARRANTY THAT THE SERVICE AND CONTENT WILL MEET SUBSCRIBER'S REQUIREMENTS OR THAT USE OF THE SERVICE AND CONTENT WILL BE ACCURATE, COMPLETE; ERROR, DEFECT OR VIRUS FREE; UNINTERRUPTED, OR SECURE. SUBSCRIBER SHALL BE SOLELY RESPONSIBLE FOR ANY RESULTING DAMAGE TO SUBSCRIBER'S COMPUTER SYSTEM OR LOSS OR DAMAGE TO DATA. ANY WARRANTY THAT IS PROVIDED IN CONNECTION WITH ANY OF THE CONTENT OR SERVICES DESCRIBED HEREIN IS PROVIDED SOLELY BY THE OWNER, LICENSOR, OR CONTENT PROVIDER OF THAT CONTENT OR SERVICE, AND NOT BY Alacra, Inc.. SUBSCRIBER AGREES, AND SHALL REQUIRE ANY THIRD PARTY WHO USES THE SERVICE OR CONTENT THROUGH SUBSCRIBER ("THIRD PARTY USER"), TO AGREE THAT IN NO EVENT SHALL Alacra, Inc. OR ITS LICENSORS OR CONTENT PROVIDERS BE LIABLE FOR THE RESULTS OF SUBSCRIBER'S OR THE THIRD PARTY'S USE OF THE SERVICE OR CONTENT, FOR ITS INABILITY OR FAILURE TO CONDUCT ITS BUSINESS, OR FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST DATA, DAMAGED COMPUTER SYSTEMS OR FILES, OR LOST PROFITS WHETHER IN TORT (INCLUDING NEGLIGENCE), CONTRACT, STRICT LIABILITY, UNDER STATUTE, IN EQUITY, AT LAW, OR OTHERWISE. ALACRA, INC.'S SOLE LIABILITY TO SUBSCRIBER AND THIRD PARTY USERS FOR ANY AND ALL CLAIMS, WHETHER IN TORT (INCLUDING NEGLIGENCE), CONTRACT, STRICT LIABILITY, UNDER STATUTE, IN EQUITY, AT LAW OR OTHERWISE, WILL NOT EXCEED THE LESSER OF THE AGGREGATE AMOUNT PAID BY SUBSCRIBER FOR SERVICE IN THE PRECEDING TWELVE (12) MONTH PERIOD OR FIVE THOUSAND DOLLARS ($5,000), EVEN IF Alacra, Inc. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH CLAIM, LOSS OR DAMAGE. THE FOREGOING LIMITATION OF LIABILITY AND EXCLUSION OF CERTAIN DAMAGES SHALL APPLY REGARDLESS OF THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES. SUBSCRIBER AGREES TO DEFEND AND HOLD Alacra, Inc., ITS LICENSORS AND CONTENT PROVIDERS HARMLESS FROM AND AGAINST ALL CLAIMS, DAMAGES OR LIABILITY (INCLUDING ATTORNEY'S FEES) ASSERTED AGAINST Alacra, Inc. OR ITS LICENSORS OR CONTENT PROVIDERS AS A RESULT OF USE OF THE SERVICE OR CONTENT UNDER THIS AGREEMENT BY SUBSCRIBER OR A THIRD PARTY USER . The provisions of this paragraph shall survive any termination of this agreement.

8. Exceptions to Exclusions and Limitations: Some states do not allow the exclusion or limitation of implied warranties or of incidental or consequential damages, so the above limitations may not apply. Subscriber may also have other rights which vary from state to state.

9. Export Controls and Subscriber Representations: Subscriber may not export or re-export any underlying software, technology or other Content accessed through the Service, except in full compliance with this Agreement and all U.S. and other applicable laws and regulations. In particular, but without limitation, none of the underlying information or technology may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) any U.S. embargoed country or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's or State Department's Table of Denial Orders. Subscriber represents and warrants that it is not located in, under the control of, or a national or resident of any such country or on any such list. Subscriber agrees to indemnify and hold harmless and defend Alacra, Inc. against any and all liability arising from or relating to Subscriber's breach of this Section .

10. Governing Law and Severability: Any questions concerning the validity, construction, or performance of this agreement shall be governed by the internal laws of the State of New York, or, where there is no applicable state law, the law of the U. S., without regard to the principles of conflict of laws and as if this Agreement was a contract wholly entered into and wholly performed within the State of New York. The parties agree to exclusive jurisdiction of the Federal or State Courts in the County and State of New York and waive any jurisdictional, venue or inconvenient forum objections to such courts.. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, such provision shall be reformed to as nearly as possible approximate the intent of the parties and all other provisions shall remain in full force and effect.

11. Miscellaneous: (a)This Agreement, including the Schedules and any amendments thereto constitutes the entire agreement of the parties on the subject matter hereof, and all prior agreements and all prior written or oral understandings shall be deemed to be superseded hereby. No waiver, alteration, or modification of any of the provisions hereof shall be binding unless in writing and signed by authorized representatives of Alacra, Inc. and Subscriber or provided by Alacra, Inc. to Subscriber electronically with notice of modification and request for electronic acceptance. Alacra, Inc. may be required to 'pass through' additional terms to Subscriber as a result of a separate agreement between Alacra, Inc. and a Licensor or Content Provider. Failure of Subscriber to electronically accept such 'pass through' terms may result in denial of access to certain Services or Content or termination of this Agreement. (b) Alacra, Inc. may assign or transfer its interest in this Agreement. The Subscriber may not assign or transfer its interest in the Agreement without Alacra, Inc.'s prior written consent. (c) Headings in this Agreement are included for convenience or reference only and shall not constitute a part of this Agreement for any other purpose. (d) No suit or action shall be brought against Alacra, Inc., its Licensors or Content Providers more than one (1) year after the accrual of the cause of action therefor. (e) Licensors and Content Providers may invoke the provisions hereof against any claims by the Subscriber, any Third Party User of the Service or Content, or any other Party's claims arising out of or in connection with this Agreement.


ALACRA PRIVACY STATEMENT

ALACRA PRIVACY POLICY

Our Commitment to Privacy

Alacra, Inc. ("ALACRA") is committed to protecting your privacy. This policy sets forth the privacy and data protection policy of ALACRA and describes, among other things, how ALACRA collects, uses, handles and discloses personal information.

ALACRA has elected to adhere to the Safe Harbor Privacy Principles and the Frequently Asked Questions (collectively, the "Safe Harbor Principles") established by the United States Department of Commerce in consultation with the European Commission with respect to certain personal information that it receives in the United States from or about European Union ("EU") residents. Information about ALACRA's adherence to the Safe Harbor Principles can be found in the section set forth below entitled "Safe Harbor Participation".

The Information We Collect and Receive
ALACRA Sites
ALACRA operates various world wide websites, including, but not limited to, www.alacra.com, www.alacrastore.com, www.pulse.alacra.com, www.researchrecap.com, www.alacrawiki.com and www.alacrablog.com (the "Site(s)"), which enable individuals to access, purchase and/or download business information and data. When you browse or access an ALACRA Site, ALACRA may collect the following types of information:
  • Information you provide directly, including personal information, when you register or make an online order; inquire about ALACRA products or business development opportunities; request ALACRA sales, support or other services; subscribe to an ALACRA service; elect to receive e-mail, information or other alerts from ALACRA; or send us e-mail messages. For example, as a result of these actions, you might supply us with such information as your name, address, company name, e-mail address, telephone number, credit card information and anything else you choose to include in an e-mail message to our customer service department.
  • Passively collected information, including through the use of "cookies" described below, such as IP addresses, web browser and operating system information, date and time of visits, and the web pages your Internet browser visits when browsing an ALACRA Site; and
  • Aggregate, non personally-identifiable information, such as the number of hits per week or per web page.
The ALACRA Sites are general audience web sites and are not directed to children. It is our intention to adhere to the Children's Online Privacy Protection Act, and ALACRA does not knowingly collect personally identifiable information about children under the age of thirteen (13).
ALACRA Services
ALACRA also provides professional services to business clients (the "Services"). Some of these services occasionally require that ALACRA, pursuant to a contract with such business clients, process such clients' data for the purpose of fulfilling the contracted services. The client data processed by ALACRA may include personally identifiable information about a client's customers or other individuals. This information is collected, supplied and/or controlled by ALACRA's business clients, not by ALACRA. ALACRA's business clients, and not ALACRA, are responsible for providing or maintaining the accuracy or completeness of the data or information provided to ALACRA as part of the contract to provide professional Services.
Cookies
"Cookies" are small text files that store information about your interactions with a particular website, either temporarily (known as a "temporary" or "session" cookie, and deleted once you close your browser window) or more permanently on the hard drive of your computer (known as a "permanent" or "persistent cookie"). Cookies can make it easier to use a website by allowing servers to access certain information quickly. The Sites may use both session/temporary cookies and persistent/permanent cookies to store information that allows us to offer you better customer service and to navigate through a Site with ease. To make a Site easier to use, we combine information collected via cookies with personally identifiable information. Note that if you configure your browser to reject cookies, you might not be able to access important functions or areas of a Site or enjoy certain conveniences at a Site.

The Way We Use Information
ALACRA Sites
ALACRA uses personal information collected online in the following ways:
  • For information you provide online, either directly through our Sites or through e-mail messages, relating to the purchase, download or ordering of products, or requests for support or services, we use the information to engage in and process transactions with you, respond to your inquiries and requests, and provide customer service activities.
  • For information you provide online, including actions or clicks from hyperlinks, we use the information to notify you of relevant new products, to notify you of promotional activities, and to analyze and notify you of products most appropriate for you by customizing future communications and web pages in accordance with communication preferences you have established with ALACRA.
  • For some information you provide online, we use the information for in-house research to improve our understanding of customer needs and product development, build marketing profiles, and aid strategic development. All results of such research and analysis will by anonymized or aggregated and will not reveal any personal information or other personal facts about individual users.
  • For some registration, e-mail and use data you provide, we may direct you to particular web pages, customize the web pages you see, or otherwise increase the relevance of the information you receive.
  • For information about web pages visited, page hits per week, and the like, we use this information internally to improve the design of our web pages.
  • For information submitted using the online job application process, we may use and disseminate this information internally as necessary to consider your application and to contact you regarding our decision.
ALACRA Services
Where ALACRA receives data and information, including personal information of individuals, in furtherance of the Services it provides to its business clients, ALACRA processes such data and information solely in accordance with the applicable contract and solely on behalf, and for the benefit, of that business client. ALACRA does not in any manner access or use any information or data, including personal information of individuals, it processes pursuant to such contracts with its business clients as part of its own business.

When We Share Customer Information
ALACRA will not rent, sell or otherwise disclose personal information with other people or companies, except under the following circumstances:

  • We may share your personal information for business purposes only on a need-to-know basis and only with: (i) our own employees; (ii) business partners; (iii) ALACRA subcontractors, consultants, and third-party service provider companies that have agreed to safeguard such information in a like manner to the way that ALACRA safeguards such information and that have signed confidentiality agreements with ALACRA; and (iv) other entities authorized to have access to such information under applicable laws or regulations. ALACRA does not share non-public individually identifiable information with third-party marketers;
  • We may disclose your personal information in response to judicial or other legal process (including the issuance of a valid subpoena), to protect our rights or property, or to enforce our terms of use and legal notices, as required or permitted by law. We shall have no duty to notify you of such compliance with the law; and
  • We may disclose or transfer your personal information in the event ALACRA is acquired by or merges with another company. In this event, ALACRA shall provide notice of any materially different privacy policy, if any, by posting such policy on our Site.

We will not use or share information in ways unrelated to those described above without first notifying you and offering you a choice as to whether or not we may use your data in this different manner.

Our Commitment to Data Security
ALACRA takes reasonable and appropriate measures to maintain the confidentiality and integrity, and prevent the unauthorized use or disclosure, of an individual's personal information. This includes maintaining a system of appropriate administrative, physical and technical safeguards to secure such information.

Links to Unaffiliated Third Party Websites
The Sites may contain links to unaffiliated third party websites. If you link to or otherwise visit any other websites managed by third parties, please review the privacy policies posted at those sites. ALACRA has no control over those websites and is not responsible or liable for the policies and practices followed by third parties.

How You Can Access or Correct Your Information
If you have created an online profile with ALACRA through one of our Sites, you can update or correct your profile or contact information by accessing your account or by contacting ALACRA.

You can also request access to your personal information that we collect online and maintain, and update or correct that information, through e-mailing privacy@alacra.com with the subject line heading of "Privacy Policy Request." To protect your privacy and security, we will take reasonable steps to verify your identity before granting access or making corrections. We may keep information in an off-line form, for archival purposes or as otherwise required by law. Please note that if your information is removed from our databases, you may no longer be able to access certain areas of our Sites. Individuals may request to be removed from an ALACRA e-mail list by following the "unsubscribe" instructions on e-mails from ALACRA or by sending a request to privacy@alacra.com.

Your California Privacy Rights
Beginning January 1, 2005 under California's "Shine the Light" law, California residents who provide personal information in obtaining products or services for personal, family or household use are entitled to request and obtain from us once a calendar year information about the customer information we shared, if any, with other businesses for their own direct marketing uses. If applicable, this information would include the categories of customer information and the names and addresses of those businesses with which we shared customer information for the immediately prior calendar year (e.g., requests made in 2005 will receive information regarding 2004 sharing activities).

To obtain this information on behalf of ALACRA, please send an e-mail message to privacy@alacra.com with "Request for California Privacy Information" on the subject line and in the body of your message. We will provide the requested information to you at your e-mail address in response, where applicable.

Policy Changes
ALACRA may update this Privacy Policy from time to time, and we reserve the right to change this Privacy Policy without advance notice. Any modifications are effective when they are posted on our Site. The date of the newest version will be posted below. Please check back frequently, especially before you submit any personal information through a Site to see if the Privacy Policy has changed. By using an ALACRA Site, you are indicating that you understand and accept the terms of the Privacy Policy posted at the time of your use.

Contact Information
If you have any questions about ALACRA's privacy policy or information ALACRA may have stored about you, please contact our Chief Privacy Officer, by sending an e-mail message to privacy@alacra.com with the subject line heading of "Privacy Policy Request." Alternatively, you can contact our Chief Privacy Officer at:

Alacra, Inc.
100 Broadway, Suite 1101
New York, New York 10005
United States
Attn: Chief Privacy Officer

Effective Date of Privacy Policy: April 24, 2009.

SAFE HARBOR PARTICIPATION STATEMENT

ALACRA adheres to the Safe Harbor Privacy Principles and the Frequently Asked Questions (collectively, the "Safe Harbor Principles") established by the United States Department of Commerce in consultation with the European Commission. Compliance with the Safe Harbor Principles ensures that personal information shared with ALACRA from the European Union is provided "adequate" protection. Confirmation of ALACRA's "self-certification" and of its adherence to the Safe Harbor Principles can be found at: http://www.export.gov/safeharbor/index.html.

As detailed above, ALACRA operates various world wide websites (the "Site(s)"), which enable individuals to access, purchase and/or download business information and data. When an individual user browses or accesses an ALACRA Site, ALACRA may collect personal information. ALACRA also provides professional services to business clients (the "Services"). For those business clients who engage ALACRA to provide Services, ALACRA may be required, as part of its contractual obligation, to process personal information, including personally-identifiable information, provided to ALACRA by such business clients. In such cases, ALACRA acts merely as a data processor.

The Safe Harbor is based on the following seven Principles:
1. Notice.
ALACRA collects, processes, and discloses personal information in the ordinary course of its business.
(a)

ALACRA Sites: When you browse or access an ALACRA Site, ALACRA may collect personal information. Generally, however, you have the choice of whether to provide personal information to ALACRA. If you do, you are prompted only for certain basic or necessary information, such as your name, company name (if applicable(, address, e-mail address, telephone number and credit card information (also if applicable). You will not need to disclose and ALACRA does not collect or use any "sensitive" personal information, such as your social security number, medical or health condition, age, racial or ethnic origin, sex, religion, or political affiliation. ALACRA may also collect information that you choose to include in an e-mail message to our customer service department, your IP address, web browser and operating system information, date and time of visits, the web pages your Internet browser visits when browsing an ALACRA Site, and the number of hits per week or per web page.

ALACRA may use the information you provide us for the following purposes: (i) fulfillment and tracking of orders; (ii) providing services and support; (iii) tracking of payments and otherwise ensuring payment; (iv) assessing performance and making assessments about future purchases; (v) performing direct marketing activities; (vi) improving our Sites; and (vii) otherwise communicating information regarding ALACRA products or services (where permitted by law). For information submitted using the online job application process, ALACRA may use and disseminate this information internally as necessary to consider your application and to contact you regarding our decision.

ALACRA also may disclose personal information as necessary in connection with the sale or transfer of all or part of its business, where required by law, where ALACRA believes that such disclosures are appropriate in connection with a law enforcement request or otherwise permitted by the Safe Harbor Principles, or in order to investigate, prevent or take action regarding illegal activities or suspected fraud or enforce or apply ALACRA agreements.

(b)

ALACRA Services: In certain situations, ALACRA may obtain incidental access to information, including personal information, about its business clients' customers and other individuals in connection with professional Services ALACRA provides to business clients. These business clients act as the data controller for such information, including information collected in the EU and subsequently transferred to ALACRA in the United States. ALACRA acts as a data processor on behalf and for the sole benefit of a particular business client and processes such data and information solely in accordance with the applicable contract with that business client. ALACRA does not in any manner access or use any information or data, including personally-identifiable information of individuals, it processes pursuant to such contracts with its business clients as part of its own business. Further, as a data processor for its clients, ALACRA does not inform individuals about the purposes for which their personal information is collected and used by such business clients, but rather relies on its business clients to provide any required notices.

2. Choice.
(a)

ALACRA Sites: When you visit an ALACRA Site, you always have a choice as to whether you wish to provide your personal information to ALACRA. By choosing not to provide your personal information, you can "opt out" of having any such information (i) disclosed by ALACRA to a non-agent third party; or (ii) used by ALACRA for a purpose other than the purpose for which it was originally collected or subsequently authorized by you. Please note, however, that if you choose not to provide certain personal information to ALACRA, you may be prevented from making a purchase or taking advantage of other features and benefits of an ALACRA Site. Also, should ALACRA directly collect Sensitive Personal Information (as defined in the Safe Harbor Principles) from individuals through one of its Sites, to the extent applicable and required by the Safe Harbor Principles, ALACRA will offer individuals the choice to opt-in to having their sensitive personal information (i) disclosed to a non-agent third party; or (ii) used for a purpose other than the purpose for which it was originally collected.

(b)

ALACRA Services: When ALACRA acts as a data processor for its business clients, ALACRA does not offer individuals a choice regarding the purposes for which their personal information is collected and used by such business clients. ALACRA relies on its business clients to provide and comply with any required options.

3. Onward Transfer.
 

ALACRA may disclose and/or personal information to its employees, business partners, subcontractors, consultants, and third-party service providers. ALACRA shall obtain reasonable assurances from its employees, business partners, subcontractors, consultants, and third-party service providers that they will treat and safeguard any personal information shared with them in a manner consistent with this Statement.

4. Security.

Security is extremely important to ALACRA. Accordingly, ALACRA takes reasonable security precautions to protect personal information it collects and processes from loss, misuse and unauthorized access, disclosure, alteration and destruction. ALACRA safeguards information according to established security standards and periodically assesses new technology for improved methods of protecting information.

5. Data Integrity.

With regard to the ALACRA Sites, ALACRA takes reasonable measures to verify that personal information it collects is relevant for its intended use, reliable for its intended use, accurate, complete and current. As a data processor for business clients, ALACRA does not typically collect, access or use the personal information provided by its business clients, and ALACRA relies on its business clients to ensure that personal information is relevant for the purposes for which it is used, reliable for its intended use, accurate, complete and current.

6. Access.

ALACRA provides individuals from whom it directly collects information through an ALACRA Site the opportunity to access, review and correct their own personal information, and otherwise provides such individuals access to personal information in accordance with the Safe Harbor Principles. Any personal information contained in the Services provided by ALACRA to its business clients as a data processor is under the ownership and control of the particular business client contracting the Service. ALACRA is not authorized to access or change any such personal information, and the burden and expense for ALACRA to identify individuals and provide access for them to correct, amend or delete information would be disproportionate to the risks to the individuals' privacy, and would possibly violate ALACRA's contractual obligations to its business clients.

7. Enforcement.

ALACRA will monitor and conduct periodic assessments to verify its adherence to this Statement. ALACRA will investigate suspected infractions and will take all appropriate action. If you have any questions, concerns or complaints regarding ALACRA's collection or processing of personal information pursuant to this Safe Harbor Statement, please contact our Chief Privacy Officer, by sending an e-mail message to privacy@Alacra.com. Alternatively, you can contact our Chief Privacy Officer at:

Alacra, Inc.
100 Broadway, Suite 1101
New York, New York 10005
United States
Attn: Chief Privacy Officer

Additional information may be obtained on the U.S. Department of Commerce website at http://www.export.gov/safeharbor.

ALACRA will conduct a reasonable investigation of, and will attempt to resolve any complaints in accordance with the principles set forth in this Statement. For complaints that cannot be resolved between ALACRA and complainant, ALACRA agrees to cooperate with the European Union Data Protection Authorities, participate in the dispute resolution procedures of the panel established by the European Data Protection Authorities to resolve disputes pursuant to the Safe Harbor Principles, and comply with advice from such Authorities that ALACRA needs to take specific action to comply with the Safe Harbor Principles. ALACRA also agrees to accept the jurisdiction of the U.S. Federal Trade Commission under Section 5 of the Federal Trade Commission Act.
ALACRA reserves the right to change this Safe Harbor Statement at any time with or without notice in accordance with the Safe Harbor Principles. Any modified Statement will be posted on ALACRA's Sites for public viewing.

Effective date of this Safe Harbor Statement: April 24, 2009


NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

Notification must be submitted to the following Designated Agent:

Service Provider: Alacra, Inc.
Name of Agents Designated to Receive Notification of Claimed Infringement: Craig Kissel, Chief Financial Officer and Todd D. Robichaud, General Counsel
Full Address of Designated Agent to Which Notification Should be Sent: Alacra, Inc., 100 Broadway, Suite 1100, 3rd Floor, New York, NY 10005
Telephone Number of Designated Agent: 212-804-2924
Facsimile Number of Designated Agent: 212-363-9630
Email Address of Designated Agent: copyright@alacra.com

To be effective, the notification must be a written communication including the following information: contact name, address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.

Upon receipt of the communication, the designated agent will contact the complaining party for additional information in order to process and investigate the claim of copyright infringement.


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All rights reserved.
Reproduction in whole or in part in any form or medium without express written permission is prohibited.