TheProcopioGroup.com & The Procopio Group

Service & User Level Agreements

for services and websites

By using an The Procopio Group site, you are deemed to have agreed to all terms, conditions, use, and notices contained or referenced herein (the "Service Level Agreement, User Level Agreement and Privacy Policy"). The Procopio Group, reserves its right, at its discretion, to update or revise this Service Level Agreement. You should check these terms of use periodically for changes. By accessing an The Procopio Group, site after the posting of any changes to the terms of use, you acknowledge and agree to those changes, whether or not you have reviewed them.

These terms of use apply to your use of all of the sites and services owned or operated by The Procopio Group, Incorporated and any of its affiliates (collectively referred to in these terms of use as "The Procopio Group, "). Unless we say otherwise, all references to the The Procopio Group, sites in these terms of use include all such sites. These terms of use do not apply to your use of unaffiliated sites to which any of the The Procopio Group, sites only links. The effective date of this Agreement is as of the date of your first use of our services. In consideration of the mutual agreements and covenants contained in this Agreement, the adequacy and sufficiency of which are acknowledged by the parties to this Agreement, The Procopio Group, and you agree as follows:

Section 1. Acceptance of Terms.

This Agreement relates to The Procopio Group's software, website(s) and service(s). As used in this Agreement, the term "Website/Service/Software" means the website software, services an software  developed and provided by The Procopio Group, (as described here and on The Procopio Group's website that can be found at http://www.TheProcopioGroup.com (the "Website")), and any upgrades or new releases of Website/Service/Software and any related documentation for the Website/Service/Software whether in written or electronic form. You may use the Website/Service/Software only if you accept without modification the terms and conditions contained in this Agreement. By accepting this Agreement, you are agreeing to all of the terms and conditions contained in this Agreement. If you do not agree to the terms and conditions of this Agreement, The Procopio Group, is not willing to allow you to use the Website/Service/Software.

Section 2. Fees, Payment and Taxes.

(a) Fees and Manner of Payment.

1.You agree to pay to The Procopio Group, the user fees (the "User Fees") for your use of the Website/Service/Software in accordance with a Schedule B (if applicable) as agreed to by you and The Procopio Group, All Fees are payable to The Procopio Group, in U.S. dollars. 2. If you are an individual, you agree to pay your Fees by credit card and authorize The Procopio Group, to debit automatically the amounts due to The Procopio Group, from the credit card specified by you. You agree to provide updated credit card information to The Procopio Group, in the event of the expiration or cancellation of the credit card on file. 3. If you are a business entity, you may elect to pay your Fees (A) by credit card or (B) subject to credit approval by The Procopio Group, through a monthly invoice. If you elect to pay by credit card, you authorize The Procopio Group, to debit automatically the amounts due to The Procopio Group, from the credit card specified by you to The Procopio Group. You agree to provide updated credit card information to The Procopio Group, in the event of the expiration or cancellation of the credit card on file. If you elect to pay by invoice, The Procopio Group, will generate monthly invoices, which will be emailed to you. Each invoice will specify the total Fees payable by you to The Procopio Group, for your use of the Website/Service/Software. You agree to pay The Procopio Group, the amount specified in each invoice no later than the date specified on the invoice.

(b) If The Procopio Group, is Unable to Debit Credit Card; Late Payments.

1. If you pay your Fees by credit card and your credit card has expired or The Procopio Group, is otherwise unable to debit your credit card the amounts due The Procopio Group, then The Procopio Group, may, in its sole discretion, immediately suspend your use of the Website/Service/Software. 2. If you are a business entity and have elected to be invoiced for your Fees, you acknowledge and agree as follows: It is your responsibility to ensure that all payments due to The Procopio Group, are made by the due date specified on the invoice. If The Procopio Group, does not receive payment of the invoice by its due date then The Procopio Group, may, in its sole discretion, immediately suspend your use of the Website/Service/Software. You further agree that The Procopio Group, may, in its sole discretion, charge you interest on all overdue payments at the rate of 18% compounded daily from and including the due date to and including the date of payment. 3. If The Procopio Group, suspends your use of the Website/Service/Software under this Section 2, and you subsequently pay The Procopio Group, the amounts due, you agree to pay The Procopio Group, the Reconnection Fee specified in the Fee Schedule listed on the Website.

(c) Taxes.

1. The User Fees are exclusive of taxes, duties and charges imposed or levied in the U.S. or overseas for the Website/Service/Software including, but not limited to, withholding taxes. The appropriate sales taxes for your use of the Website/Service/Software will be included in the amount billed to your credit card or on your invoice as applicable. Without limiting the foregoing, you agree to pay any taxes, duties or charges (including any new taxes, duties or charges) imposed subsequent to the date of this Agreement for any payment made or to be made under this Agreement. 2. The Procopio Group, may increase the User Fees as necessary to ensure that The Procopio Group, receives when due a net amount (after payment of the taxes referred to in Section 2(c)(i) of this Agreement) equal to the full amount which The Procopio Group, would have been entitled to receive and retain had the payment been free of such taxes.

Section 3. Intellectual Property; End User License Agreement.

You have no ownership rights to the Website/Service/Software. Ownership of the Website/Service/Software and all associated intellectual property rights shall remain at all times with The Procopio Group. Further, this Agreement is subject to the terms of the End User License Agreement (the "EULA") for the Website/Service/Software and you agree to accept and comply with the terms of the EULA. If you are a business entity, you agree to use your best efforts to ensure that your employees and agents who use the Website/Service/Software (and who have not otherwise consented to the terms of the EULA) have read the EULA and will comply with its terms.

Section 4. Indemnification.

You agree to indemnify and hold harmless The Procopio Group, and its officers, directors, employees and agents from any and all claims, damages, costs, expenses or lawsuits, including reasonable attorneys' fees, arising out of or in connection with your use of the Website/Service/Software even if we have been made aware of such damages, cost, expenses or claims.

Section 5. Security.

Although information that you transmit over the Website/Service/Software may be password-protected and/or encrypted, The Procopio Group, does not guarantee the security of any information transmitted or stored through the Website/Service/Software. You agree to assume the security risk for any information that you transmit or store through the Website/Service/Software and The Procopio Group, specifically disclaims any liability arising in connection with any theft or other loss of your information transmitted or stored through the Website/Service/Software.

Section 6. Confidentiality.

You acknowledge that the Website/Service/Software contains proprietary trade secrets and information of The Procopio Group, and you hereby agree to maintain the confidentiality of the Website/Service/Software using at least as great a degree of care as you use to maintain the confidentiality of your own most confidential information.

Section 7. Service Level Warranties.

The service levels warranties provided by The Procopio Group, for the Website/Service/Software are specified on Schedule A attached to this Agreement. Except for the service levels specified on Schedule A, The Procopio Group, does not warrant that the functions contained in or performance of the Website/Service/Software will meet any requirements that you may have, and The Procopio Group, disclaims all other warranties of any kind, either expressed or implied, including, without limitation, implied warranties of merchantability and fitness for a particular purpose.

Section 8. No Liability for Unauthorized Use.

You are solely responsible for ensuring that each password or encryption key for the Website/Service/Software is utilized only by you or, if applicable, by your authorized employees and agents. The Procopio Group, shall have no liability for any loss, claim, damages or other liability that may arise from the unauthorized use of a password or an encryption key. If a password or an encryption key is lost or stolen it is your responsibility to notify The Procopio Group, of such loss or theft so that the password or encryption key can be deactivated and a new one assigned. If any of your employees or agents shall no longer be authorized to use a password or an encryption key it shall be your responsibility to notify The Procopio Group. The Procopio Group, will use commercially reasonable efforts to effect password deactivation requests as soon as practicable after their receipt in writing from you or your representative. Notices should be sent in accordance with Section 12 of this Agreement.

Section 9. Limitation of Liability.

Except for the service level warranties specified on Schedule A, in no event will The Procopio Group, be liable to you or any third party for: (a) any direct, incidental or consequential damages (including, without limitation, indirect, special, punitive, or exemplary damages for loss of business, loss of profits, business interruption, or loss of business information) arising out of your use of or your inability to use the Website/Service/Software or for any claim by any other person or party, including claims relating to the infringement of intellectual property rights, even if The Procopio Group, has been advised of the possibility of such damages; or (b) any losses or damages arising from the unauthorized use of the Website/Service/Software even if The Procopio Group, is advised of such unauthorized use in accordance with Section 8 of this Agreement. The foregoing limitation applies to the acts, omissions, negligence and gross negligence of The Procopio Group, its officers, employees, agents, contractors or representatives which, but for this provision, would give rise to a cause of action against The Procopio Group, and such persons in contract, tort or any other legal doctrine.

Section 10. Export Restrictions.

This Agreement is expressly made subject to any laws, regulations, orders or other restrictions on the export of the Website/Service/Software from the United States, which may be imposed from time to time by the government of the United States. Persons from certain restricted countries may be prohibited from using the Website/Service/Software. You acknowledge that The Procopio Group, may restrict any use of the Website/Service/Software that The Procopio Group, deems to be in violation of United States export restrictions.

Section 11. Term and Termination; Survival of Provisions.

This Agreement is effective as of the Effective Date and shall remain in effect until it is terminated. You may terminate this Agreement at any time by notifying The Procopio Group, in writing at the address listed in Section 12 of this Agreement. The Procopio Group, may terminate this Agreement at any time and for any reason, including, but not limited to, if you fail to pay your User Fees in accordance with Section 2 of this Agreement or if The Procopio Group, finds that you have violated any of the terms of this Agreement or the EULA. You agree to pay The Procopio Group, any amounts due under this Agreement within 14 calendar days of the date that this Agreement is terminated. You further agree that any amounts due following such 14 day period will be subject to interest at the rate of 18% compounded daily from and including the due date to and including the date of payment. Sections 2 through 9, 11 and 14 of this Agreement shall survive the termination of this Agreement.

Section 12. Notices.

Any and all notices or other communications required or permitted to be given under this Agreement shall be in writing and shall be deemed given when personally delivered by hand, or when sent by telex, cable or telecopy, or three business days after being deposited in the mail, postage prepaid, if mailed or one business day after being sent by Federal Express or other similar overnight courier addressed as follows:

If to The Procopio Group, : The Procopio Group, c/o Robert McKenzie, Arnstein & Lehr LLP, 444 East Roosevelt Road, Ste 350, Lombard, IL 60148 USA.

If to you, to the address that you have provided The Procopio Group.

Each party shall promptly notify the other parties of any change in its address by notice given as provided in this Section 12.

Section 13. Modifications.

The Procopio Group, may, in its sole discretion, change, modify, add or remove portions of this Agreement at any time. The Procopio Group, also reserves the right to modify the Website/Service/Software at any time. You may be required to accept such modifications to the Website/Service/Software or this Agreement prior to your continued use of the Website/Service/Software.

Section 14. General.

This Agreement shall be construed, interpreted and governed by the laws of the State of Illinois without regard to its provisions regarding conflicts of laws. The exclusive forum for any disputes arising out of or relating to this Agreement shall be an appropriate federal or state court sitting in the City of Chicago, State of Illinois, U.S.A. This Agreement and the EULA shall constitute the entire agreement between you and The Procopio Group. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be interpreted so as to reasonably effect the intention of the parties.

SCHEDULE A TO SERVICE LEVEL AGREEMENT FOR THE Website/SERVICE/SOFTWARE

Section A. Purpose and Scope.

The purpose of this Schedule A to the Service Level Agreement for the Website/Service/Software (the "SLA") is to define the service levels that The Procopio Group, will provide to you in connection with your use of the Website/Service/Software. Capitalized terms used in this Schedule A and not otherwise defined below shall have the meanings given to them in the SLA.

Section B. Service Availability.

All the Website/Service/Software drives will be available except for scheduled downtime (Scheduled Downtime). The Scheduled Downtime will consist of up to eight hours per month. If unplanned, emergency maintenance is required, customers will be notified via email or message board or by other means of the maintenance action and timeframe needed to complete the work.

Section C. Backup Services.

The Procopio Group, will make periodic saves (a "Backup") of all data files on all the Website/Service/Software drives. If you lose a file subsequent to the prior Backup, the file will not have been backed up and may not be restored by The Procopio Group.

Section D. Restore Services.

If you lose a file and wish that it be restored from a Backup (a "Restore"), you may request a Restore by contacting the Website/Service/Software technical support at support@TheProcopioGroup.com. Only the Website/Service/Software service managers may approve a Restore request. You will be charged in accordance with your written agreement for each Restore.

Section E. Customer Support.

The Procopio Group, will provide customer support to you, based on the response times set forth below, on a 24 hours per day, 7 days per week, 365 days per year basis. Customer support is available by phone, E-mail and through the Website. Customer support requests deemed by the applicable the Website/Service/Software service manager to be "critical" and not requiring engineering support will be handled within 2 hours if the request is received prior to 5 p.m. CST on a business day and will be handled by 10 a.m. CST the following business day if received after 5 p.m. CST on the prior business day. Customer support requests deemed by the applicable the Website/Service/Software service manager to be "non-critical" and not requiring engineering support will be handled by 10 a.m. CST the following business day. Customer support requests deemed by the applicable the Website/Service/Software service manager to require engineering support will be handled by 12 p.m. on the business day following the day the request is received.

Section F. Security.

The Website/Service/Software offers 128 bit encryption technology on all files stored and transmitted using the Website/Service/Software. the Website/Service/Software requires [PKI authentication] on all clients and servers. The Website/Service/Software may set up personalized password protection on all drives, folders, files and services.

Section G. Service Level Warranties and Service Credit.

There are no Service Level warranties or credits. The Procopio Group, shall have no liability and shall not be required to grant credit for any failure to provide the Website/Service/Software: (i) during Scheduled Downtime; (ii) resulting from an event that causes The Procopio Group, to be unable to fulfill its obligations to you because of flood, extreme weather, fire or other natural calamity, acts of governmental agencies, war, riot, civil unrest, any single or multiple act(s) of terrorism, work stoppages or strikes, or similar causes beyond the control of The Procopio Group, ; or (iii) caused, directly or indirectly, by the acts or omissions of your representatives or by unauthorized users of your equipment.

The Procopio Group INCORPORATED USER LEVEL AGREEMENT AND DISCLAIMERS

These terms and conditions apply to The Procopio Group Incorporatedís Websites. For terms and conditions that apply to The Procopio Group Incorporatedís Website/Service/Software.com service, please see our privacy policy and the  Website/Service/Software.com Service Level Agreement.

Please read the following terms and conditions carefully before using this Website or any of The Procopio Group Incorporated's other Websites. By accessing or using The Procopio Group Incorporated's sites, you agree to the following terms and conditions. You should review these terms and conditions regularly as they may change at any time at The Procopio Group Incorporated's sole discretion. If you do not agree to any term or condition, you should not access or otherwise use The Procopio Group Incorporated's sites. The following terms and conditions apply to all of The Procopio Group Incorporated's Websites. "Content" refers to any materials, documents, images, graphics, logos, design, audio, video and any other information provided from or on The Procopio Group Incorporated's Websites.

1.We Provide The Procopio Group Incorporated's Website For Your Convenience Only.

The Procopio Group Incorporated's Website is provided to you as a convenience and for your information only. By merely providing access to The Procopio Group Incorporated's Website content, we do not warrant or represent that:

the content is accurate or complete; the content is up-to-date or current; we have a duty to update any content; the content is free from technical inaccuracies or typographical errors; the content is free from changes caused by a third party; and your access to The Procopio Group Incorporated's Website will be free from interruptions, errors, computer viruses or other harmful components.

We do not assume any liability for these matters. In other words, your use The Procopio Group Incorporated's Website is at your own risk. Under no circumstances, including, but not limited to, negligence, shall The Procopio Group Incorporated be liable for any direct or indirect, special, incidental or consequential damages even if The Procopio Group, has been made aware of such damages. This includes loss of data or profit arising out of the use or the inability to use the content of this Website, even if one of The Procopio Group Incorporated's representatives has been advised of the possibility of your damages. If your use of The Procopio Group Incorporated's Website results in your need to service, repair or correct equipment or data, you assume the costs to the extent the law allows. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages. In such jurisdictions, The Procopio Group Incorporated's liability is limited to the greatest extent permitted by law.

2.We Provide The Procopio Group Incorporated's Website (Also Known As the Website/Service/Software) "As Is" and Disclaim All Warranties

The Procopio Group Incorporated's Website content is provided "as is" and without warranties of any kind, either express or implied. The Procopio Group, Incorporated disclaims all warranties, express or implied, including, but not limited to, implied warranties and merchantability and fitness for a particular purpose.

3.We Do Not Have Responsibility for Links to Third Party Content

The Procopio Group Incorporated may provide hyperlinks or pointers to other Websites maintained by third parties or may provide third party content on The Procopio Group Incorporated's Website by framing or other methods. The links to third party Websites are provided for your convenience and information only. The content in any linked Websites is not under The Procopio Group Incorporated's control so The Procopio Group, Incorporated are not responsible for the content, including any further links in a third party site. If you decide to access any of the third party sites linked to The Procopio Group Incorporated's Website, you do this entirely at your own risk. It is up to you to take precautions to ensure that the third party you link to for your use is free of computer viruses, worms, trojan horses and other items of a destructive nature.

4.If The Procopio Group Incorporated Provide a Link, The Procopio Group Incorporated Do Not Necessarily Endorse A Third Party

We reserve the right to terminate a link to a third party Website at any time. The fact that The Procopio Group Incorporated provides a link to a third party Website does not mean that The Procopio Group Incorporated endorse, authorize or sponsor that Website. It also does not mean that The Procopio Group Incorporated are affiliated with the third party Website's owners or sponsors.

5.If a Third Party Links to The Procopio Group Incorporated's Website, It is Not An Endorsement

If a third party links to The Procopio Group Incorporated's Website, it is not necessarily an indication of an endorsement, authorization, sponsorship, affiliation, joint venture or partnership by or with us. In most cases, The Procopio Group Incorporated are not aware that a third party has linked to The Procopio Group Incorporated's Website.

A Website that links to The Procopio Group Incorporated's Website:

May link to, but not replicate, The Procopio Group Incorporated's content; Should not create a browser, border environment or frame The Procopio Group Incorporated's content; Should not imply that The Procopio Group  Incorporated is endorsing it or its products; Should not misrepresent its relationship with us; Should not present false information about The Procopio Group Incorporated's products or services; and Should not contain content that could be construed as distasteful, offensive, unlawful or controversial, and should contain only content that is appropriate for all age groups.

6.If You Transmit or Provide Data to The Procopio Group Incorporated's Website, It is Non-Confidential

The Procopio Group Incorporated does not want to receive confidential or proprietary information from you through The Procopio Group Incorporated's Website. If you transmit to or post on The Procopio Group Incorporated's Website any material, data, information or ideas by any means, it will be treated as non-confidential and non-proprietary and may be disseminated or used by us for any purpose. Personal data provided to us will be handled in accordance with The Procopio Group Incorporated's policies regarding privacy.

You are not authorized to post on or transmit to or from The Procopio Group Incorporated's Website any unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material, or any other content that could give rise to any civil or criminal liability under the law.

7.Your Use of The Procopio Group Incorporated's Website is Restricted

The content of this site and any other The Procopio Group, site is protected by copyright and trademark laws, and is the property of The Procopio Group. Materials located within The Procopio Group, sites may be accessed only for your business' use. You agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create works from such materials or content or in any way exploit the material or content of an The Procopio Group, site. This means, you may download copies of posted materials for business use only, so long as you neither change nor delete any author attribution, trademark, legend or copyright or other proprietary notices. When you download copyrighted material, you do not obtain any ownership rights in that material. As noted above, reproduction, copying, or redistribution of any material within an The Procopio Group, site is strictly prohibited without the express written permission of The Procopio Group. You also may not, without The Procopio Group, 's permission, "mirror" any materials contained within any The Procopio Group, site or any other service. Any unauthorized user of any material contained within any The Procopio Group, site may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes.

The Procopio Group Incorporated's Website and its content are owned and operated by us. The Procopio Group Incorporated's Website's content is copyrighted and protected by the State of Illinois, U.S. and worldwide copyright laws and treaty provisions. In addition, The Procopio Group Incorporated's Website content is protected by trademark laws, the laws of privacy and publicity, and communications regulations and statutes.

No content from the Website/Service/Software or any other Website owned, operated, licensed or controlled by us may be copied, reproduced, republished, modified, uploaded, posted, transmitted, or distributed in any way. You also may not, without The Procopio Group Incorporated's written permission, "mirror" any material contained on The Procopio Group Incorporated's Website on any other server. The sole exceptions to these restrictions are:

you obtain written permission from us to waive these restrictions; or you may download one copy of the content on a single computer for informational, non-commercial and personal use only, provided you keep intact all copyright and other proprietary notices and do not modify, and will not copy or post, the content on any network computer or broadcast in any media.

Violation of these restrictions will be a violation of one or more laws and is expressly prohibited by law. If you violate these restrictions, you may be subject to civil and criminal penalties. If The Procopio Group Incorporated grant you permission to waive these restrictions, the permission terminates automatically if you breach any of these terms or conditions. Upon termination, you must immediately destroy any downloaded materials and printed materials.

8. By Providing Content, The Procopio Group Incorporated Does Not Allow You to Use The Procopio Group Incorporated's Trademarks

The trademarks, service marks, and logos used and displayed on The Procopio Group Incorporated's Website are The Procopio Group Incorporated's registered and unregistered trademarks. Nothing on this Website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark, without The Procopio Group Incorporated's written permission. The Procopio Group Incorporated aggressively enforce The Procopio Group Incorporated's intellectual property rights. The name of The Procopio Group Incorporated or The Procopio Group Incorporated's logo may not be used in any way, including in advertising or publicity pertaining to distribution of materials on The Procopio Group Incorporated's Website, without prior written permission. You are not authorized to use The Procopio Group Incorporated's logo as a hyperlink to The Procopio Group Incorporated's Website unless you obtain The Procopio Group Incorporated's written permission in advance.

9.We Are Not Providing Investment Advice Nor Soliciting Offers

Nothing in this site constitutes investment advice, including The Procopio Group Incorporated's SEC filings. The Procopio Group, Incorporated provide investor relations materials for your convenience and information only. In addition, investor relations materials and The Procopio Group Incorporated's other Website content are not offers to sell or solicitations of an offer to buy any security.

All investors should know that there are "ups" and "downs" in every business and stock. There are no guarantees about the future performance of the stock market or The Procopio Group Incorporated's stock. Before you invest in any security, you can protect yourself by being an educated investor. If you are interested in The Procopio Group Incorporated's stock, The Procopio Group Incorporated recommend that, at a minimum, you read The Procopio Group Incorporated's latest annual report and 10-KSB, 10-QSB and 8-K reports to the SEC over the past year. The Procopio Group Incorporated's recent proxy statements for shareholder meetings also contain important information. It is also advisable to learn more about us and The Procopio Group Incorporated's industry through a variety of public materials.

The Procopio Group Incorporated's recent annual reports, 10-KSB and 10-QSB reports and other materials may be  accessible through this Website. Other materials The Procopio Group Incorporated have filed with the SEC may be available through its Website at http://www.sec.gov. You can also visit the SEC at its Washington or various regional offices for the same information or hire a document retrieval service to obtain the filings for you.

10.You Should Not Rely on the Stock Price Information on The Procopio Group Incorporated's Website

The Procopio Group Incorporated does not generate the information regarding The Procopio Group Incorporated stock prices for The Procopio Group Incorporated's Website. The Procopio Group Incorporated believes that information on a posted Stock Quote Details page is accurate, but The Procopio Group Incorporated cannot guarantee or warrant the accuracy, completeness, or timeliness of the information. You should not rely on the stock price information for investment purposes. The Procopio Group Incorporated is not liable for any loss or damages, whether direct, indirect, incidental, special, consequential, or exemplary, that arise from reliance on information on a Stock Price Details page.

11.Investors Should Not Unduly Rely on Any Forward-Looking Information

The Procopio Group Incorporated's Website contains information that includes or is based upon forward-looking statements within the meaning of the federal securities laws, specifically the Securities Litigation Reform Act of 1995. Forward-looking statements give The Procopio Group Incorporated's expectations or forecasts of future events. You can identify these statements by the fact that they do not relate strictly to historical or current facts. They typically use words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," and other similar words. Any or all of The Procopio Group Incorporated's forward-looking statements here or in other publications may turn out to be wrong.

Forward-looking statements can be affected by inaccurate assumptions or by known or unknown risks and uncertainties. Many such factors will be important in determining The Procopio Group Incorporated's actual future results. Consequently, no forward-looking statement can be guaranteed. The Procopio Group Incorporated's actual results may vary materially, and there are no guarantees about the performance of The Procopio Group Incorporated's stock. Given these uncertainties, you should not place undue reliance on these forward-looking statements. You should see The Procopio Group Incorporated's SEC filings for more information on these and other factors besides those listed here that could also adversely affect us.

The Procopio Group Incorporated does not undertake any obligation to publicly release any revisions to any forward-looking statements to reflect changes in events, circumstances or expectations or to reflect the occurrence of unanticipated events after the date on which such statement is made. New factors emerge from time to time, and it is not possible for management to predict all of such factors, nor can it assess the effect of each such factor on The Procopio Group Incorporated's business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those indicated by such forward-looking statements.

12.You Must Obey Local Laws in Accessing The Procopio Group Incorporated's Website

This site is controlled by us from The Procopio Group Incorporated's offices within the United States of America. The Procopio Group Incorporated makes no representation that content or materials in the site are appropriate or available for use in other jurisdictions. Access to The Procopio Group Incorporated's Website content or materials from jurisdictions where such access is illegal or prohibited. If you choose to access this site from other jurisdictions, you do so on your own initiative and are responsible for compliance with applicable local laws. The Procopio Group Incorporated is not responsible for any law violations. You may not use or export the materials in this site in violation of U.S. export laws and regulations. Any claims relating to The Procopio Group Incorporated's Website and its content and materials shall be governed by the laws of the State of Illinois without giving effect to any principles of conflicts of laws. You agree that any legal action or proceeding between us for any purpose concerning this Agreement or the parties' obligations shall be brought exclusively in a federal or state court in Illinois.

13.You are Bound by Changes in this Agreement's Terms and Conditions

The Procopio Group Incorporated may at any time revise these terms and conditions by updating this posting. By using The Procopio Group Incorporated's Website, you agree to be bound by any such revisions and should therefore periodically visit this page to determine the then current The Procopio Group Incorporated Website User Level Agreement and Disclaimers to which you are bound. Certain provisions of these terms and conditions may be superseded by other legal notices or terms located on parts of The Procopio Group Incorporated's Website.

14.You Agree to Indemnify Us for Using The Procopio Group Incorporated's Website

You agree to indemnify, defend and hold harmless The Procopio Group Incorporated, its officers, directors, employees, agents, licensors, suppliers and any third party information providers to us from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of this Agreement by you.

15.Third Parties May Have Rights Under This Agreement

Some of the provisions of this Agreement are for the benefit of The Procopio Group Incorporated and its officers, directors, employees, agents, licensors, and suppliers. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.

16.How This Agreement May Be Terminated

This Agreement may be terminated by either party without notice at any time for any reason; provided that you may no longer use The Procopio Group Incorporated's Website after you have terminated this Agreement. Provisions 2, 6, 7, 8, 12, 14, and 15 of this Agreement shall survive any termination of this Agreement.

17.Miscellaneous

The Procopio Group Incorporated's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. The Procopio Group Incorporated may assign The Procopio Group, Inc's rights and duties under this Agreement to any party at any time without notice to you.

This document is agreed to by the following parties and constitutes the entire agreement. The parties agree to each and every item of this document.

18. Applicable Law
Your use of this web site is governed by the State of Illinois and applicable federal laws.

Your Acceptance of These Terms By using any of the The Procopio Group Incorporated sites, you acknowledge that you have read, understood, and agree to be bound by the Service Level Agreement. If you do not agree to the terms, do not use this site. Your continued use of any The Procopio Group Incorporated sites following the posting of changes to these terms will mean that you accept those changes.

(Last modified 8 December 2017)