Investors additional terms to EntreAlliance Terms and Conditions

August 1, 2010

Accredited Investor Determination

Prospective investors must be accredited investors as defined below in the section, Definitions for Purposes of Investor Membership. By becoming a member of EntreAlliance you agree you meet one of the following:

I certify that I have an individual net worth, or my spouse and I have a combined net worth, in excess of $1,000,000; or

I certify that I had individual income, exclusive of my income attributable to my spouse, of more than $200,000 in each of the two calendar years preceding the calendar year in which this registration form is being submitted by me, and I reasonably expect to have individual income in excess of $200,000 during the current calendar year; or

I certify that the prospective investor is an organization or fund, with investing experience, that has total assets in excess of $1,000,000.

The prospective investor hereby represents and warrants to EntreAlliance as follows:

The information contained herein is complete and accurate and may be relied upon by EntreAlliance; and

The prospective investor will notify EntreAlliance immediately of any material change in any of such information occurring.

Acknowledgments and Agreements of Prospective Investors

Reliance of Representations and Warranties: The prospective investor understands that EntreAlliance will rely upon the information contained in the registration form for purposes of the determination of the suitability of the prospective investor as an accredited investor and potential investor.

Confidentiality: The prospective investor also understands and agrees that, although EntreAlliance will use its best efforts to keep the information provided in the answers to the registration form confidential, EntreAlliance may present the registration form and the information provided in it, to necessary parties, to defend or promote the best interests of EntreAlliance or the Website in connection with any action, suit or proceeding to which EntreAlliance is a party or by which it is or may be bound.

Offer of investor Membership to prospective investor at EntreAlliance’s Discretion: The prospective investor acknowledges that the registration form does not constitute an offer by EntreAlliance to become a member but is merely a request for information.  The satisfaction of any one of the definitions of an “accredited investor” above does not ensure that EntreAlliance will offer the registering party a membership.  EntreAlliance reserves the right to approve or disapprove each investor in its sole discretion and EntreAlliance may accept or reject memberships, in its absolute discretion.

Definitions for Purposes of Investor Membership: “Net worth” means the excess of total assets over total liabilities.  In computing the net worth of an individual or an individual and their spouse, the principal residence of the potential investor must be valued at cost, including the cost of improvements thereto, or at a recently appraised value by an institutional lender making a secured loan, net of encumbrances. In determining “income” of an individual or an individual and their spouse, they are to add to their adjusted gross income any amounts attributable to tax exempt income received, losses claimed as a limited partner in any limited partnership, deductions claimed for depletion, contributions to an IRA or KEOGH retirement plan, alimony payments, and any amount by which income from long-term capital gains has been reduced in arriving at adjusted gross income.

Investor Obligations: By becoming a member of EntreAlliance and by using the Website, you are agreeing to all EntreAlliance Terms and Conditions. Additionally, you agree to these Investor Terms and Conditions stated here.

As a member you agree that you will not share your login information with any other person or business, or grant access to any other person or business unless you notify EntreAlliance ahead of time and EntreAlliance approves the login addition. Whether you are an individual, business or investment group, all persons using the EntreAlliance website must be authorized to do so. You can provide EntreAlliance with a list of persons or future persons who will login under your account.

EntreAlliance may regularly or randomly review and store your time, date and locations while you are logged into the Website, as well as store a list of Profiles you have visited, along with any other information EntreAlliance chooses to view or store.

By using the website you agree you will properly approach all entrepreneurs, innovators and inventors, known as Innovators throughout website, if you find an idea, product or business you are interested in. You agree you will not use, reproduce, adapt, modify, copy, steal or infringe upon any Innovators ideas, products, businesses, content or give out any content or ideas to any persons or businesses that will attempt to do the same.

Any updates to the Accredited Investor Terms or the Investor Terms will be noted here, accompanied by the date updated.

Any updates to the EntreAlliance Terms of Use will be noted separately on the EntreAlliance Terms of Use page.