SiteSolutions.Com Service Agreement & Terms and Conditions This is an Agreement between you and Online Fulfillment Corporation, herein known as ("SiteSolutions.Com"). It governs your use of SiteSolutions.Com's tools and services (collectively called the "Service"). SITESOLUTIONS.COM OFFERS THE SERVICE TO YOU CONDITIONED ON YOUR ACCEPTANCE WITHOUT MODIFICATION OF THIS AGREEMENT. YOUR USE OF THE SERVICE CONSTITUTES YOUR ACCEPTANCE OF THIS AGREEMENT. THIS AGREEMENT CONTAINS DISCLAIMERS OF WARRANTIES AND LIABILITY AND AN EXCLUSIVE REMEDY. THESE PROVISIONS FORM AN ESSENTIAL BASIS OF OUR BARGAIN. This Agreement supersedes all prior communications and agreements with regard to its subject matter; the current version may be found at SiteSolutions.Com's Web site at http://www.SiteSolutions.Com.com/terms.asp. Please read this Service Agreement carefully. 1. SERVICE 1.1. By completing the enrollment process to become a subscriber of the Service or by using the Service or any software provided by SiteSolutions.Com ("Software") other than to read this Agreement, you agree to accept the terms of the Agreement (including the Guidelines and the Privacy Statement) as if you had signed it. SiteSolutions.Com may change this Agreement at any time; such changes will be effective immediately upon transmission of notice by e-mail, postal mail, posting on the SiteSolutions.Com Web site or any other means. Each time you use the Service reaffirms your acceptance of the then-current Agreement. If you do not wish to be bound by this Agreement, you may discontinue using the Service and the Software and immediately terminate your account as set forth below. 1.2. Please refer to your initial signup communications for specific information with respect to your service level. SiteSolutions.Com may discontinue or alter any service level or aspect of the Service at any time, without notice, without liability and in SiteSolutions.Com's sole discretion. 1.3. Due to the uncertanties of the actual delivery of email via the internet, any and all email notifications sent you by us as a notification of your site(s) having been submitted to the search engines are specifically mentioned herein as NOT being any part, integral or otherwise, to the actual submission services you may have or will have purchased from SiteSolutions.Com. Therefore, any failure by you to receive any or all email notification sent by us with regard to your websites actual submission DOES NOT constitute any type of breach on the part of SiteSolutions.Com and therefore does not constitute a cause of action, cancellation, or refund. 2. YOUR OBLIGATIONS 2.1. You agree to provide SiteSolutions.Com with accurate, current and complete information, to the extent required by SiteSolutions.Com for your registration as a subscriber of the Service or at any time thereafter, and to maintain and to update this information as required to keep it accurate, current and complete. You agree in your enrollment and in your use of the Service not to impersonate any other person or entity, and you represent that you are either 18 years of age or older, and are competent and have the authority to enter into such an agreement on behalf of yourself, your client or your company. 2.2. You are responsible and liable for any activity by any person who uses your account with the Service. Other users of your account will be bound by this Agreement as if they were you. You are responsible for maintaining the confidentiality of your password, if any, and for any liability resulting from disclosure of your password. You agree that, upon becoming aware that your password or account is (or possibly is) being used without authorization, you will immediately change your password and notify SiteSolutions.Com by sending e-mail to abuse@SiteSolutions.Com.com. 2.3. You are responsible for obtaining and maintaining the equipment and telephone services necessary to access and use the Service. 2.4. You agree in using the Service to comply with SiteSolutions.Com's Guidelines for Acceptable Use. 3. CONTENT 3.1. You acknowledge that information, communications, photographs, video, graphics, software, music, sounds and other materials may be accessible to you through your use of the Service. You acknowledge that, as a matter of policy, SiteSolutions.Com does not pre-screen such materials, but that SiteSolutions.Com has the right (but not the obligation) to remove from its computer servers materials (including, without limitation, materials created, posted, uploaded or transmitted by you) that SiteSolutions.Com, in its sole discretion, determines to be in violation of the Guidelines. You further acknowledge, however, that SiteSolutions.Com does not have the capability to monitor, review, restrict, edit or remove materials made available by third parties on the Internet, and you agree that you must evaluate, and bear all risks associated with, the use of any materials, including any reliance on the accuracy, completeness, or usefulness of such materials. The fact that SiteSolutions.Com provides a link to a particular Web page is not an indication that we endorse that site's policies or the content or products available from that particular site. 3.2. You acknowledge that materials available through the Service may be protected by copyright, trademarks, and other intellectual property rights. You agree that your use of such materials is governed by all applicable laws and regulations, and by any further restrictions placed on such materials by their owners or licensors. 3.3. You acknowledge that the Service may provide certain public areas (e.g. message boards, newsgroups, forums, and public mailing lists), and that SiteSolutions.Com is a distributor (and not a publisher) of information disseminated by persons using the Service. By posting, uploading or transmitting material to any such area, you are requesting SiteSolutions.Com and/or its partners to make such material available to others, and you are acknowledging that placing such material in a public area will result in copies of such material being transmitted to others. By posting, uploading or transmitting material to any public area, you (i) grant to SiteSolutions.Com and/or its partners a worldwide, royalty-free, perpetual, irrevocable, non-exclusive license (including the waiver of any moral rights) to use, reproduce, modify, adapt, publish, distribute, display, and create derivative works from, such material (in whole or in part) and to incorporate it into other works in any form, media or technology (whether now known or later developed) and (ii) warrant that the owner of any rights in the material, including intellectual property and moral rights, has waived such rights and has given you the right to grant the license described above. 4. SOFTWARE LICENSE 4.1. As between SiteSolutions.Com and you, the SiteSolutions.Com Services shall remain the sole and exclusive property of SiteSolutions.Com and/or its suppliers, including, without limitation, Source Code, copyrights, trademarks, patents, trade secrets, and any other proprietary rights. Nothing in this Agreement shall be construed to grant you any ownership right in, or license to SiteSolutions.Com's Internet sites and/or SiteSolutions.Com Services or equipment.. 4.2. You agree not to translate, reverse engineer, reverse compile, disassemble or make derivative works from the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software including, without limitation, for the purpose of obtaining unauthorized access to the Service or disabling features of the Software or Service. Except as may be permitted by SiteSolutions.Com, you agree not to access the Service by any means other than through the interface that is provided by SiteSolutions.Com or its partners for use in accessing the Service. 4.3. You acknowledge that SiteSolutions.Com and its suppliers retain all title, rights (including, without limitation, intellectual property rights) and interest in the Software, except as expressly licensed in this Agreement. All rights in the content, information and materials accessed through use of the Software are the property of the applicable content owner and may be protected under intellectual property and other applicable laws. You agree that SiteSolutions.Com's suppliers are direct and intended third party beneficiaries of this Agreement. 5. FEES 5.1 REFUNDS: SITESOLUTIONS.COM REFUND POLICY. If within 30 days of placing your original order, you're not 100% satisfied with our submission work, just give us a call and we'll immediately refund your money. If you paid by credit card, we will issue a credit against your card. If you paid by check, we will pay you via our company check payable in US dollars. After the initial 30 days from the date of your Original Order there will be no refunds made or honored. Requests for refunds received by us beyond 30 days from the date you placed your original order will not be honored. Accounts that are renewed for additional terms do not have a 30 day money back guarantee. Guaranteed Top 3 Positioning Program orders do not have a 30 day money back guarantee. Services rendered by SiteSolutions.Com which specifically have a "No Refunds Policy" at any time including the date of the original placement of your order or any renewals thereof are; any special "optional programming", web site hosting, guaranteed placement programs i.e., Top 3 Placement, or any other costs related thereto which you may have contracted us to perform. By your acceptance of these terms and conditions, you are hereby making the following statement and are hereby giving us permission to use in any communications which we may have with your bank or other financial institution, to protect our interests with regard to chargebacks or refunds with regard to services that SiteSolutions.Com provides where SiteSolutions.Com has a No Refunds Policy or where your purchase has fallen outside of the 30 day refund peiord as mentioned above or for items that do have a 30 day refund policy, : To my bank, credit card company or other financial institution: Sirs: I represent that I am the holder of the credit card used to purchase services from SiteSolutions.Com and am hereby hiring SiteSolutions.Com to render a specific service for me involving search engines. I hereby acknowledge that as a result of my hiring SiteSolutions.Com for this service that SiteSolutions.Com is immediately incurring costs and expenses relating to the processes, programming and procedures required to perform the requests made by me as contained herein. I further understand and acknowledge that SiteSolutions.Com has entered into this agreement 100% conditioned and contingent upon my acknowledgement and agreement as shown by my acceptance of these terms and conditions and by my placement of an order for services with SiteSolutions.Com that SiteSolutions.Com has a "No Refunds Policy" and that I hereby agree that I shall in no way instruct my bank, credit card company, or financial institution to interfere with payment in any form including issuing instructions to reverse said payment in any manner including but not limited to charge backs to SiteSolutions.Com for the services mentioned herein and or for any other future business activities with SiteSolutions.Com. If I make any attempt to cause a reversal or charge back of the sums mentioned herein or for any funds relating to any future transactions involving SiteSolutions.Com including but not limited to credit card purchases and wire transfers, then SiteSolutions.Com hereby has my permission to present this agreement and specifically this clause to my bank or financial institution as proof of my agreement to the established No Refunds Policy of SiteSolutions.Com to which I have agreed hereby and that by the presentment of this agreement to my bank or financial institution that I am hereby instructing them to make null and void any past, present, or future requests by me for refunds or charge backs of any kind related hereto or to future transactions with SiteSolutions.Com and that any attempts to cause a reversal or charge back shall immediately cease and, if already made, shall be reversed without further instructions on my part and I hereby relieve the bank or financial institution of any future obligation with this regard. 5.2. AUTOMATIC ANNUAL RENWAL - Our search engine submission services are sold on an "Annual Basis" and are automatically renewed 30 days prior to the twelfth and final submission at the price then being offered unless you notify us in writing 30 days prior to the end of the 12 month term that you do not wish to renew. By providing your credit card and placing your order with us, you are hereby agreeing to and are thereby bound by these terms and conditions and those mentioned above in paragraph 5.1 with regard to NO REFUNDS. 5.3. As a subscriber of the Service you are solely responsible for any charges to your account and any activities conducted through your account. By using a credit card or other payment method to pay for any billable portions of the Service, you expressly authorize SiteSolutions.Com or its agents to charge all fees and other charges incurred in connection with your service to the credit card or other payment method you have designated, and such authorization will remain valid unless revoked by you pursuant to Section 5.1. If you use a credit card and SiteSolutions.Com does not receive payment from the card issuer or its agents, you agree to pay all amounts due upon demand by SiteSolutions.Com. Any and All Fees are non-refundable. 5.2. You may change your designated payment method by contacting SiteSolutions.Com via email at service@sitesolutions.com or by calling the SiteSolutions.Com customer service number (which is 1-877-855-2003 as of the date of this Agreement). SiteSolutions.Com reserves the right to accept other forms of payment or to modify the forms of payment it will accept. If SiteSolutions.Com elects to authorize alternative or additional methods of payment, your designation of such a method of payment will be deemed to be an authorization to SiteSolutions.Com to bill you, in a manner appropriate to your designated payment method, for all fees and other charges incurred in connection with your service. 5.4. If SiteSolutions.Com initiates collection proceedings to collect any funds due it, you will be liable for all attorney and collection fees arising out of SiteSolutions.Com's efforts to collect any unpaid balance of your account. If you believe that a billing discrepancy has occurred, you must notify SiteSolutions.Com within 90 days after the date of the relevant account statement from your credit card issuer or financial institution or such amounts will be deemed to have been accepted by you. You agree to release SiteSolutions.Com from any liability for any error or discrepancy that is reported to SiteSolutions.Com after such period. 5.5. Your subscription to any billable portion of the Service will continue and renew automatically, unless terminated by SiteSolutions.Com or until you notify SiteSolutions.Com of your decision to terminate your subscription to a portion of the Service. SiteSolutions.Com reserves the right at any time to change its fees and charges for use of portions of the Service, to institute new or additional fees, and to change its policies, methods, and procedures with respect to pricing, billing, cancellations, and surcharges. Although SiteSolutions.Com expects to provide e-mail or other notice to you prior to increasing the price you pay for the Service, SiteSolutions.Com shall not be required to do so before making any of the changes described. You may obtain current pricing information for different service levels, as well as information about policies, methods and procedures with respect to pricing, billing, cancellation and surcharges (i) by calling the SiteSolutions.Com customer service number (which is 1-877-855-2003 or direct at 916-771-4756 as of the date of this Agreement), (ii) through SiteSolutions.Com's Web site, or (iii) by sending e-mail to service@service.SiteSolutions.Com. SiteSolutions.Com may modify the means of accessing rates and billing information in its sole discretion. 5.6. In addition to fees for your subscription to any billable portion of the Service, you agree to pay all sales, use, value-added, personal property or other governmental taxes or levies imposed on fees for the Service or goods or services that you purchase through the Service. 5.6. SiteSolutions.Com is not responsible for any charges or expenses (e.g., for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by SiteSolutions.Com. 6. NO WARRANTIES 6.1. You agree that use of the Service is at your sole risk. You acknowledge that the Service may provide access to the Internet, but that the Internet is not owned, operated or managed by SiteSolutions.Com. 6.2. With respect to information, goods and services provided or accessed on or through the Service or otherwise available on the Internet, SiteSolutions.Com (i) has no responsibility or obligation with respect to (and does not endorse) any information, good or service, (ii) makes no warranties whatsoever (express or implied) with regard to any information, good or service (including, without limitation, warranties of accuracy, completeness, usefulness, merchantability, safety or fitness for a particular purpose), (iii) will not be a party to a transaction between you and any other user of the Service and (iv) will not be liable, under any circumstance, for any loss, cost or damage arising directly or indirectly from any act or omission of any person or from any information, good or service; except to the extent the foregoing may not be disclaimed under law. SiteSolutions.Com does not assume liability to subscribers or others for any failure to enforce the Guidelines. 6.3. YOU ACKNOWLEDGE AND AGREE THAT SITESOLUTIONS.COM UTILIZES VARIOUS SEARCH ENGINES FOR IT'S SERVICES IT PROVIDES AND THAT SAID SEARCH ENGINES ARE NOT OWNED OR OPERATED BY SITESOLUTIONS.COM. THEREFORE, SITESOLUTIONS.COM CANNOT CONTROL OR GUARANTEE THAT ANY PARTICULAR SERACH ENGINE OR GROUP OF SERACH ENGINES WILL ACCEPT YOUR WEB SITE FOR INCLUSION INTO THEIR DATABASE NOR WILL SITESOLUTIONS.COM BE LIABLE FOR THE RESULTING POSITION OBTAINED IN ANY SUCH SEARCH ENGINE. SITESOLUTIONS.COM'S SOLE RESPONSIBILITY IS TO SUBMIT YOUR WEB SITE INFORMATION TO SAID ENGINES/DIRECTORIES IN A METHOD IT DEEMS APPROPRIATE. THAT IS SITESOLUTIONS.COM'S SINGLE AND SOLE RESPONSIBILITY. SITESOLUTIONS.COM DOES NOT WARRANT OR IMPLY THAT YOU WILL OBTAIN ANY PARTICULAR LEVEL OF RESULTS OR PROFITABILITY WITH REGARD TO YOUR WEB SITE. THE SERVICES AND THE SOFTWARE ARE PROVIDED ON AN "AS IS", "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES WHATSOEVER (EITHER EXPRESS OR IMPLIED), INCLUDING, WITHOUT LIMITATION, WARRANTIES OR CONDITIONS OF TITLE OR IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SITESOLUTIONS.COM DOES NOT WARRANT THAT SITESOLUTIONS.COM SERVICES ARE COMPATIBLE WITH ANY THIRD PARTY SERVICE OR SOFTWARE, EVEN IF SUCH THIRD PARTY CLAIMS, REPRESENTS OR WARRANTS THAT SUCH SERVICE OR SOFTWARE IS COMPATIBLE WITH ANY INTERNET SERVICE OR SITESOLUTIONS.COM SERVICES IN PARTICULAR. NO ORAL ADVICE OR WRITTEN (INCLUDING ELECTRONIC) INFORMATION PROVIDED BY SITESOLUTIONS.COM, ITS EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES, LICENSORS OR AUTHORIZED USERS WILL CREATE A WARRANTY, NOR SHOULD YOU RELY ON ANY SUCH ADVICE OR INFORMATION. THE SEARCH ENGINES INVOLVED WITH THE SITESOLUTIONS.COM SERVICES WILL CHANGE FROM TIME TO TIME AND DOES NOT REQUIRE SITESOLUTIONS.COM TO NOTIFY YOU OF ANY CHANGES IN THE SEARCH ENGINES INVOLVED. 6.4. UNDER NO CIRCUMSTANCES (INCLUDING NEGLIGENCE AND FUNDAMENTAL BREACH) WILL SITESOLUTIONS.COM OR ANYONE ELSE INVOLVED IN PROVIDING THE SERVICE OR SOFTWARE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR LOSSES FROM OR THROUGH THE USE OF OR INABILITY TO USE THE SERVICE OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAIL, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, EVEN IF ADVISED OF THE POSSIBILITY THEREOF. SITESOLUTIONS.COM'S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SOFTWARE OR THE SERVICE WILL BE REPLACEMENT OF MEDIA CONTAINING THE SOFTWARE THAT SITESOLUTIONS.COM DEEMS TO BE DEFECTIVE OR THE TOTAL AMOUNT OF SERVICE FEES PAID BY YOU DURING THE PRIOR YEAR, IF ANY. THE TERMS OF THIS SECTION WILL SURVIVE ANY TERMINATION OF THIS AGREEMENT. IN JURISDICTIONS WHICH RESTRICT LIMITATION OF LIABILITY PROVISIONS, SITESOLUTIONS.COM'S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. THIS LIMITATION WILL APPLY REGARDLESS OF THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. 7. INDEMNIFICATION You agree to indemnify and hold harmless SiteSolutions.Com and its affiliates and their respective officers, directors, employees and agents against any liability, damages or other expenses (including attorneys' fees and costs) arising from your use of the Service (including, without limitation, your dissemination of any information on the Service). 8. TERMINATION - CANCELLATION 8.1. AUTOMATIC ANNUAL RENWAL - Our search engine submission services are sold on an "Annual Basis" and are automatically renewed 30 days prior to the expiration at the price then being offered unless you notify us in writing 30 days prior to the end of the 12 month term that you do not wish to renew. By providing your credit card and placing your order with us, you are hereby agreeing to and are thereby bound by these terms and conditions and those mentioned above in paragraph 5.1 with regard to NO REFUNDS. 8.2. CANCELLATION - You may cancel your service at any time. If you cancel within 30 days from the date of your "Original Purchase Date" of our services, you will receive a full refund. If you cancel after 30 days from the date of your "Original Purchase Date" then you will not receive any form of refund, prorated or otherwise. Accounts that have been automatically renewed are not subject to the "30 days" time frame as their "Original Purchase Date" has long since past and will not receive a refund. You may cancel the automatic renewal of the service at any time by calling SiteSolutions.Com's cancellation service number (which is 1-877-855-2003 or direct 916-771-4756 as of the date of this Agreement) or by using such other means as SiteSolutions.Com may make available from time to time, provided that you will remain liable for any fees to which you have committed at the time of registration. If you are dissatisfied with this Agreement or any terms, policies, or practices of SiteSolutions.Com in operating the Service, any content available through the SiteSolutions.Com Service, or any change to any of the foregoing, your sole recourse is to cancel your service. As mentioned within this paragraph, cancelling your account does not automatically provide you with a refund unless you do to within 30 days from the date of your "Original Order Date." 9. FORCE MAJEURE Neither party to this Agreement shall be liable to the other for any delay or failure in performance under the Agreement resulting directly or indirectly from acts of nature or causes beyond its reasonable control. 10. MISCELLANEOUS 10.1. The failure of either you or SiteSolutions.Com to insist upon or enforce strict performance by the other of any provision of the Agreement will not be construed as a waiver of any provision or right. Neither the course of conduct between you and SiteSolutions.Com nor trade practice will act to modify any provision of the Agreement. 10.2. If any provision of this Agreement is held to be unenforceable for any reason, that provision will be reformed only to the extent necessary to effect the original intentions of the parties, and the remainder of this Agreement will remain in full force and effect. 10.3. This Agreement and its enforcement will be governed by, and construed in accordance with, the laws of the State of California, without regard to conflicts-of-law principles. You consent to the exclusive jurisdiction of the state and federal courts situated in the State of California in connection with any action arising under this Agreement or relating to the Service or Software, and to having any judgment or order from such jurisdiction recognized in any other court, tribunal or other governmental body in order to have the same enforced against you. Any cause of action brought by or on behalf of you with respect to this Agreement, the Service or Software must be commenced within one year after the claim or cause of action arose. 10.4. Information for California Residents. Under California Civil Code Section 1789.3, users that are residents of California are entitled to the following consumer rights information: the Complaint Assistance Unit of the Division of Consumer Services may be contacted in writing at 400 R Street, Suite 1080, Sacramento, CA 95814 or by telephone at (916) 445-1254. 10.5. For the purposes of this Agreement, references to "including" shall mean "including, without limitation," unless such language is already set forth. 11. COPYRIGHT AND TRADEMARK NOTICES; OTHER ACKNOWLEDGEMENTS All contents of the SiteSolutions.Com Web Sites are Copyright © 2004 Online Fulfillment Corporation and/or its suppliers, 5098 Foothills Blvd., Roseville, California, 95747 U.S.A. All rights reserved. SiteSolutions.Com, SiteSolutions.Com logo, and/or other SiteSolutions.Com products and services referenced herein may also be either trademarks or registered trademarks of SiteSolutions.Com in the United States and/or other countries. The names of actual companies and products mentioned herein may be the trademarks of their respective owners. Any rights not expressly granted herein are reserved.