SUGGESTED TERMS OF USE FOR THE TOP 100 INTERACTIVE SITE AND FORUM

I. KPMG Organizational Statement

KPMG International, as a Swiss cooperative, coordinates a network of independent member firms. KPMG International provides no audit or other client services. Such services are provided solely by member firms in their respective geographic areas. KPMG International and its member firms are legally distinct and separate entities. They are not, and nothing contained herein shall be construed to place these entities in, the relationship of, parents, subsidiaries, agents, partners or joint venturers. No member firm has any authority (actual, apparent, implied or otherwise) to obligate or bind KPMG International or any other member firm in any manner whatsoever.

KLegal International and KLegal member firms, BearingPoint Inc (formerly KPMG Consulting Inc), and Atos KPMG Consulting are not affiliated with KPMG International or any KPMG member firm.

I. Legal Disclaimer

The information on this site (the "Site") that is provided by the KPMG entity indicated on the homepage as owner of the Site ("KPMG") for general guidance and is intended to offer the user general information of interest. The information provided is not intended to replace or serve as substitute for any audit, advisory, tax or other professional advice, consultation or service. You should consult with a KPMG professional in the respective audit, advisory, tax or other professional area.

Based on specific facts or circumstances, the application of laws and regulations may vary. Based on the fundamental universal condition of the electronic communication process, KPMG does not guarantee or warrant the Site will be uninterrupted, without delay, error-free, omission-free, or free of viruses. Therefore, the information is provided "as is" without warranties of any kind, express or implied, including accuracy, timeliness and completeness. In no event shall KPMG, its related partners, managing directors, principals, agents or employees be liable for any direct, indirect, incidental, special, exemplary, punitive, consequential or other damages whatsoever (including but not limited to, liability for loss of use, data or profits), without regard to the form of any action, including but not limited to, contract, negligence or other tortious actions, arising out of or in connection with the Site, any content on or accessed by use of the Site, or any copying, display or other use hereof.

As content on the Site is copyrighted, any unauthorized use of any materials on the Site may violate copyright, trademark and other laws. Should a user download the materials on the Site for personal or non-commercial use, the user must retain all copyright, trademark or other similar notices contained in the original materials or on any copies of the material. Materials on the Site may not be modified, reproduced, publicly displayed, performed, distributed or used for any public or commercial purposes without the explicit written permission from the appropriate content or material provider (including third-party links). KPMG bears no risk, responsibility or liability in the event that a user does not obtain such explicit written permission as advised by KPMG.

Third-party links are provided as a convenience to our users. KPMG does not control and is not responsible for any of these sites or their content. KPMG is obligated to protect its reputation and trademarks and KPMG reserves the right to request removal of any link to its Web site. Further, as portions of this site may allow interaction with other users and may allow users to post some material on the site, KPMG issues no warranties whatsoever with regard to the veracity of such information posted by users and bears no liability with regard to the same. Reliance on such information will be at the user’s full risk.

KPMG and the KPMG logo are registered trademarks of KPMG International. Use of these marks requires express permission from, and a license agreement with, KPMG International or a KPMG member firm. Unauthorized use of these and any other of KPMG's portfolio of trademarks will be prosecuted to the fullest extent of the law. To request this written approval, contact the Webmaster or use the "Contact Us" feature.

The following Web link activities are explicitly prohibited by KPMG and may present trademark and copyright infringement issues:
a. Links that involve unauthorized use of our logo;
b. Framing, inline links or metatags; and
c. Hyperlinks or a form of link that disguises the URL and bypasses the homepage.

III. KPMG Online Privacy Statement

KPMG believes that the responsible use of personal information collected on its Web sites is critical to its business objectives and reputation. As part of our commitment to privacy, we have adopted this Online Privacy Statement. The extent and type of information we receive from you on our external Web sites depends on the information you provide to us through our contact mailboxes and/or through the registration processes on our sites.

We only use your personally identifiable information to respond to your requests and to provide you with information about KPMG's services, unless we obtain your permission to use your personal information for other purposes. For example, if you send us an e-mail message requesting information about KPMG, we will use your e-mail address and other information you supply to respond to your request. If we intend to use your personal information to inform you about other KPMG services, we will notify you and give you an opportunity to decline to receive such communications. If you send us a resume or curriculum vitae (CV) to apply online for a position with KPMG, we will use the information provided to match you with available opportunities.

Some of our Web sites may invite you to register and provide information about yourself. We use the information you provide to personalize your online experience and to deliver the content most suited to your needs. Such Web sites also provide an opportunity for you to update your registration information should you no longer wish to receive information from us.

In addition, "cookies" (i.e., small text files placed on your computer when you first visit the site) are used on some of our Web sites. Most browsers now recognize when a cookie is offered and permit you to refuse or accept it. If you are not sure whether your browser has this capability, you should check with the software manufacturer, your company's technology help desk or your Internet Service Provider.

Cookies are primarily used to enhance your online experience and are not used to track the navigational habits of identified visitors, unless we obtain your permission to do so. If you visit our sites to read or download information, such as news stories or articles, much of the information we do collect is statistical only (e.g., the domain from which you access the Internet, the date and time you access our site, and the Internet address of the Web site from which you linked directly to our site) and not personally identifiable. We use this information about the number of visitors and their use of the sites in aggregate form to make our sites more useful and attractive to you.

If you subscribe to newsletters from KPMG (e.g., Info Alert), we may be able to confirm the e-mail addresses of subscribers who have clicked on URLs embedded in our message content; we collect this information to gauge user interest and to make future newsletters more useful by customizing the content provided to you.

The personal information you provide to us will be retained only for as long as necessary to fulfil the purposes for which the information was collected or as required by law. We do not share personal information with third parties except as necessary to carry out our business or as required by law or other legal processes, and we never sell your personal information. Furthermore, personal data collected by KPMG may be transferred to other member firms of KPMG International where it is necessary to meet the purpose for which you have submitted the information. By submitting data through KPMG electronically, you are providing explicit consent to trans-border transmission of data collected via KPMG's Web sites.

In addition, KPMG has technological and operational security policies and procedures in place to protect your personally identifiable information from loss, misuse, alteration or unintentional destruction. Our personnel who have access to the data have been trained to maintain the confidentiality of such information.

KPMG understands the importance of protecting children's privacy, especially in an online environment. Our sites are not intentionally designed for or directed at children under the age of 13 years. It is our policy never to knowingly collect or maintain information about anyone under the age of 13.

KPMG recognizes its responsibility for protecting the online privacy of your personal information. If you have questions or comments about our administration of your personal information, please contact us at info@kpmg.co.ke. You may also use this address to communicate any concerns you may have regarding compliance with our Online Privacy Policy.

IV. Terms of Service for the Interactive Forum

These Terms of Service (“Terms”) govern your access to and use of the Site, more so the interactive forum and sections where you can post material, ads or blogs (hereafter collectively, the “Services”), and any information, text, graphics, photos or other materials uploaded, downloaded or appearing on the Services (collectively referred to as “Content”). Your access to and use of the Services are conditioned on your acceptance of and compliance with these Terms. By accessing or using the Services you agree to be bound by these Terms.

1. Basic Terms

You are responsible for your use of the Services, for any Content you post to the Services, and for any consequences thereof. Most content you submit, post, or display through the Services is public by default and will be able to be viewed by other users and through third party services and websites. You should only provide Content that you are comfortable sharing with others under these Terms.

You may use the Services only if you have ever won a KPMG SME Top 100 award. If you are accepting these Terms and using the Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so. You may use the Services only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations.

The Services are always evolving and the form and nature of the Services provided may change from time to time without prior notice to you. In addition, KPMG may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to users generally and may not be able to provide you with prior notice. We also retain the right to create limits on use and storage at our sole discretion at any time without prior notice to you.

The Services may include advertisements, which may be targeted to the Content or information on the Services, queries made through the Services, or any other information. The types and extent of advertising on the Services are subject to change. In consideration for KPMG granting you access to and use of the Services, you agree that KPMG, other users, KPMG third party providers and partners may place such advertising on the Services or in connection with the display of Content or information from the Services whether submitted by you or others.

2. Passwords

You are responsible for safeguarding the password that you use to access the Services and for any activities or actions under your password. We encourage you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your account. KPMG cannot and will not be liable for any loss or damage arising from your failure to comply with the above.

3. Content on the Services

All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. We may not monitor or control the Content posted via the Services and, we cannot take responsibility for such Content. Any use or reliance on any Content or materials posted via the Services or obtained by you through the Services is at your own risk.

We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services or endorse any opinions expressed via the Services. You understand that by using the Services, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, postings that have been mislabeled or are otherwise deceptive. Under no circumstances will KPMG be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Services or broadcast elsewhere.

4. Your Rights

You retain your rights to any Content you submit, post or display on or through the Services. By submitting, posting or displaying Content on or through the Services, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display, distribute and sell such Content in any and all media or distribution methods (now known or later developed).

You agree that this license includes the right for KPMG to provide, promote, and improve the Services and to make Content submitted to or through the Services available to other companies, organizations or individuals who partner with KPMG for the syndication, broadcast, distribution or publication of such Content on other media and services, subject to our terms and conditions for such Content use.

Such additional uses by KPMG, or other companies, organizations or individuals who partner with KPMG, may be made with no compensation paid to you with respect to the Content that you submit, post, transmit or otherwise make available through the Services.

We may modify or adapt your Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media.

You are responsible for your use of the Services, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and our third party partners. You understand that your Content may be syndicated, broadcast, distributed, or published by our partners and if you do not have the right to submit Content for such use, it may subject you to liability. KPMG will not be responsible or liable for any use of your Content by KPMG in accordance with these Terms. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content that you submit.

5. Your License to Use the Services

KPMG gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software that is provided to you by KPMG as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by KPMG, in the manner permitted by these Terms.

6. KPMG Rights

All right, title, and interest in and to the Services (excluding Content provided by users) are and will remain the exclusive property of KPMG and its licensors. The Services are protected by copyright, trademark, and other laws. Nothing in the Terms gives you a right to use the KPMG name or any of the KPMG trademarks, logos, domain names, and other distinctive brand features. Any feedback, comments, or suggestions you may provide regarding KPMG, or the Services is entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.

7. Restrictions on Content and Use of the Services

Please review the Site Rules (which are part of these Terms) to better understand what is prohibited on the KPMG Services. We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the Services, to suspend or terminate users, and to reclaim usernames without liability to you. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of KPMG, its users and the public.

8. Copyright Policy?

KPMG respects the intellectual property rights of others and expects users of the Services to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your Content has been copied in a way that constitutes copyright infringement, please provide us with the following information: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

We reserve the right to remove Content alleged to be infringing without prior notice, at our sole discretion, and without liability to you. In appropriate circumstances, KPMG will also terminate a user’s account if the user is determined to be a repeat infringer.

9. Termination

The Terms will continue to apply until terminated by either you or KPMG as follows.

You may end your legal agreement with KPMG at any time for any or no reason by deactivating your accounts and discontinuing your use of the Services. You do not need to specifically inform KPMG when you stop using the Services. If you stop using the Services without deactivating your accounts, your accounts may be deactivated due to prolonged inactivity.

We may suspend or terminate your accounts or cease providing you with all or part of the Services at any time for any or no reason, including, but not limited to, if we reasonably believe: (i) you have violated these Terms or the SIte Rules, (ii) you create risk or possible legal exposure for us; or (iii) our provision of the Services to you is no longer commercially viable. We will make reasonable efforts to notify you by the email address associated with your account or the next time you attempt to access your account.

In all such cases, the Terms shall terminate, including, without limitation, your license to use the Services, except that the following sections shall continue to apply: 4, 5, 7, 8, 10, 11, and 12.

Nothing in this section shall affect KPMG’s rights to change, limit or stop the provision of the Services without prior notice, as provided above in section 1.

10. Disclaimers and Limitations of Liability

Please read this section carefully since it limits the liability of KPMG and its parents, subsidiaries, affiliates, related companies, officers, directors, employees, agents, representatives, partners, and licensors (collectively, the “KPMG Entities”). Each of the subsections below only applies up to the maximum extent permitted under applicable law. Some jurisdictions do not allow the disclaimer of implied warranties or the limitation of liability in contracts, and as a result the contents of this section may not apply to you. Nothing in this section is intended to limit any rights you may have which may not be lawfully limited.

A. The Services are Available “AS-IS”

Your access to and use of the Services or any Content are at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, THE KPMG ENTITIES DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

The KPMG Entities make no warranty or representation and disclaim all responsibility and liability for:
(i) the completeness, accuracy, availability, timeliness, security or reliability of the Services or any Content;
(ii) any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services or any Content;
(iii) the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services; and
(iv) whether the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from the KPMG Entities or through the Services, will create any warranty or representation not expressly made herein.

B. Links

The Services may contain links to third-party websites or resources. You acknowledge and agree that the KPMG Entities are not responsible or liable for:
(i) the availability or accuracy of such websites or resources; or
(ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by the KPMG Entities of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.

C. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE KPMG ENTITIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED FROM THE SERVICES; OR (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE KPMG ENTITIES EXCEED THE GREATER OF KENYA SHILLINGS ONE HUNDRED THOUSAND ONLY OR THE AMOUNT YOU PAID KPMG, IF ANY, IN THE PAST SIX MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM.

THE LIMITATIONS OF THIS SUBSECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND WHETHER OR NOT THE KPMG ENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

11. General Terms

A. Waiver and Severability

The failure of KPMG to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect.

B. Controlling Law and Jurisdiction

These Terms and any action related thereto will be governed by the laws of the Republic of Kenya without regard to or application of its conflict of law provisions or your state or country of residence. All claims, legal proceedings or litigation arising in connection with the Services will be brought solely in the courts of Kenya and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.

C. Entire Agreement

These Terms, including the Site Rules for the Services are the entire and exclusive agreement between KPMG and you regarding the Services (excluding any services for which you have a separate agreement with KPMG that is explicitly in addition or in place of these Terms), and these Terms supersede and replace any prior agreements between KPMG and you regarding the Services. Other than members of the group of companies of which KPMG, Inc. is the parent, no other person or company will be third party beneficiaries to the Terms.

We may revise these Terms from time to time, the most current version will always be at _______________________. By continuing to access or use the Services after those revisions become effective, you agree to be bound by the revised Terms.