BillShrink Terms Of Use

TERMS OF USE
Effective May 11, 2009

Welcome to the BillShrink, Inc. (“BillShrink”) website (the “Site”). The following terms and conditions (these “Terms of Use”) govern your access to and use of the Site, any information, text, graphics or other materials appearing on the Site (the “Content”) and any services provided through the Site (the “Services”). By accessing or using the Site and/or Services, you hereby agree to follow and be bound by these Terms of Use and our Privacy Policy , which is incorporated herein by reference. If you do not agree to be bound by the terms and conditions of these Terms of Use, do not use or access the Site or Services.

Your Access to the Site and Services
Subject to these Terms of Use, BillShrink may offer certain Services, which may include, without limitation, services, tools, links and recommendations to assist you in comparison shopping for products and services related to the purchase of third party products and services. In its sole discretion, BillShrink may change, suspend or discontinue access to or use of the Site and Services for any reason, at any time, including the availability of any feature, database or service. BillShrink may also impose limits on certain features and content available through the Site or Services or restrict your access to parts or all of the Site and/or Services without notice or liability.

Your access to and use of the Site and Services is at your own risk. BillShrink will have no responsibility for any damages of any kind resulting from such use and will have no responsibility for any harm to your computer system, loss of data or any other harm that results from your access to or use of the Site and Services. You agree that you will not engage in any activity that interferes with or disrupts the Site, Content or Services (or the servers and networks which are connected to the Site or Services). You also agree not to access (or attempt to access) the Site, Content or any of the Services by any means other than through the interface that is provided by BillShrink. You specifically agree not to access (or attempt to access) the Site, Content or any of the Services through any automated means (including use of scripts or web crawlers) and shall ensure that you comply with the instructions set out in any robots.txt file present on the Services.

Your Account and Passwords
You are responsible for safeguarding the username and password that you use to access any secure or password-protected areas of the Site or Services. You agree not to disclose your password to any third party. You agree to take sole responsibility for any activities or actions under your username and password, whether or not you have authorized such activities or actions. You will immediately notify BillShrink of any unauthorized use of your username or password. You are responsible for keeping your account information current and accurate; BillShrink will have no liability for failure to deliver notices that result from inaccurate account information.

Your Use of Site Content
You may download, view, copy and print a single copy of any Content, subject to the following: (i) the Content may be used solely for personal, informational, non-commercial purposes; (ii) the Content may not be modified or altered in any way; and (iii) your continued compliance with all the restrictions set forth in these Terms of Use. Except as expressly permitted in these Terms of Use, you may not otherwise use, download, upload, copy, print, display, perform, reproduce, publish, license, post, transmit or distribute any information from this Site in whole or in part without the express written authorization of BillShrink.

Third Party Provider Transactions and Charges
Your dealings with any third party product or service provider (“Third Party Provider”) in connection with the Services, including any claims, offers, promotions or representations made in any Content provided through the Services, your participation in any promotions offered by any Third Party Provider, and the purchase of any third party products and services and/or any other terms, conditions, warranties or representations associated with such offers or promotions, are solely between you and the Third Party Provider. YOU ARE RESPONSIBLE FOR VERIFYING THE ACCURACY OF ANY CLAIMS, OFFERS AND PROMOTIONS BY THE THIRD PARTY PROVIDER BEFORE PURCASING ANY OF ITS PRODUCTS OR SERVICES. BillShrink is not responsible or liable for any part of any such dealings or promotions. You are solely responsible for, and BillShrink will not have any liability to you for, any access, service, or activation/cancellation fee, or for any usage charges charged by a Third Party Provider related to any third party products you purchase through use of the Services.

Links
The Site may contain links to third party websites or resources, which may provide access to products, content and services from third parties, including users, advertisers, affiliates and sponsors of the Site. BillShrink does not control these links and links to such websites or resources do not imply any endorsement by BillShrink of such websites or resources or the content, products or services available from such websites or resources. You agree that BillShrink is not responsible or liable for: (i) the availability or accuracy of, such third party websites or resources; (ii) the content, advertising, products or services on or available from such websites or resources; or (iii) any opinions, advice, offers or other information on or available from such websites or resources. You should refer to the policies posted by other websites regarding privacy and other topics before you use them. You agree that BillShrink is not responsible for third party content accessible through the Site, including opinions, advice, statements and advertisements, third party products or other content and understand that you bear all risks associated with the use of such content and any transactions you have with a third party. If you choose to purchase any products or services from a third party, your relationship is directly with the third party. You agree that BillShrink is not responsible for: (a) the quality of any third party products or services; and (b) fulfilling any of the terms of your agreement with a third party seller, including delivery of products or services and warranty obligations related to such purchased products or services. You agree that BillShrink is not responsible for any loss or damage of any sort you may incur from dealing with any third party. You agree to direct any question, complaint or claim relating to a transaction to the third party merchant fulfilling such transaction.

Other Terms
Areas of the Site (and your access to or use of certain Content or Services) may have different terms of use posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms of Use and terms of use posted for a specific area of the Site, the latter shall have precedence with respect to your use of or access to that area of the Site.

The Site, Content & Services are Available “AS-IS”
THE SITE, CONTENT AND SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. BILLSHRINK EXPLICITLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO (I) THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT; (II) ANY WARRANTIES ARISING OUT OF COURSE-OF-DEALING, USAGE, OR TRADE; AND (III) ANY WARRANTIES THAT THE INFORMATION OR RESULTS PROVIDED IN, OR THAT MAY BE OBTAINED FROM USE OF, THE SITE, CONTENT OR SERVICE ARE ACCURATE, RELIABLE, COMPLETE, UP-TO-DATE, OR PRODUCE SPECIFIC OUTCOMES. YOU ASSUME ALL RISK FOR ALL DAMAGES, INCLUDING BUSINESS LOSSES, DAMAGE TO YOUR COMPUTER SYSTEM, DAMAGES RESULTING FROM COMPUTER VIRUSES AND LOSS OF DATA, WHICH RESULT FROM YOUR USE OF OR ACCESS TO THE SITE OR SERVICES. ANY CONTENT, MATERIALS, INFORMATION OR SOFTWARE DOWNLOADED, USED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK.

BillShrink makes no warranty that: (i) the Services will meet your requirements; (ii) the Site or Services will be available on an uninterrupted, timely, secure or error-free basis; or (iii) the quality of any products, services, information or other material purchased or obtained by you through the Site, Content or Services will meet your expectations, will be accurate, interoperable, compatible, timely, truthful, complete or reliable. All advice or information provided on the Site, whether oral or written, is “AS IS” and no advice or information whether oral or written obtained from BillShrink or through the Services, will create any warranty.

BillShrink is not responsible for any decisions you make based upon the Content or Services. BillShrink assumes no liability or responsibility for any errors or omissions in the Site, Content or Services, and makes no commitment or warranty to correct any such errors or omissions or update or keep current the information contained in the Site, Content or Services. It is your responsibility to take appropriate due diligence to ensure that this information is suitable for your purposes, including without limitation to implement any products or services based on such information.

BillShrink reserves the right to make changes or updates to the Site, Content or Services, including but not limited to adding to, deleting, changing or improving any of the information, services, programs, interfaces and technology, at any time without notice.

General Prohibitions
You represent and warrant that you will not do any of the following while accessing the Site and using the Services:

• Engage in any activity (including but not limited to posting, publishing or transmitting any text, graphics or material) or in a manner that (i) generates fraudulent, illegal, or otherwise invalid purchases, licenses or other transactions in connection with the Service or that constitutes an illegal, unfair or fraudulent business practice; (ii) violates, or encourages any conduct that would violate, any applicable law, statute, ordinance or regulation or would give rise to civil liability; (iii) infringes the intellectual property rights or proprietary rights, or rights of publicity or privacy, of any third party; (iv) promotes bigotry, racism, hatred or harm against any individual or group; or (iv) you should know is harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, offensive, libelous, or otherwise objectionable;
• Copy, modify or distribute the HTML code used to generate web pages on the Site;
• Use any computer viruses, worms or other potentially damaging computer programs or files on the Site;
• Access, tamper with or use non-public areas of the Site, BillShrink’s computer systems, or the technical delivery systems of BillShrink’s providers;
• Attempt to probe, scan or test the vulnerability of any system or network or breach any security or authentication measures;
• Attempt to access or search the Site, Content, or Services with any engine, software, tool, agent, device or mechanism other than the software and/or search agents provided by BillShrink or other generally available third party web browsers (such as Microsoft Internet Explorer or Netscape Navigator);
• Frame or link to the Site, except as may be expressly permitted in writing by BillShrink;
• Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
• Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming or mail-bombing the Site;
• Send unsolicited email, bulk email, junk mail, “spam” or chain letters, or promotions or advertisements for products or services;
• Post any information for which you were compensated or granted any consideration by any third party;
• Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site or Services to send altered, deceptive or false source-identifying information;
• Impersonate or misrepresent your affiliation with any person or entity; or
• Post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account or private information from any other user.

You are responsible for all of your activity in connection with using the Services and accessing the Site. BillShrink will have the right to investigate and prosecute violations of any of the above, including intellectual property rights infringement and Site security issues, to the fullest extent of the law. BillShrink will involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms of Use. You acknowledge that BillShrink has no obligation to monitor your access to or use of the Site and Services, or any information you may provide during your use of or access to the Site and Services, but has the right to do so for the purpose of operating the Site, to ensure your compliance with these Terms of Use, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.

Your Use of Forums and Public Communication
Forum” means a discussion group, chat area, mail bag, recommendation and ratings section, bulletin board, news group, communication with BillShrink and its webmaster or employees, or e-mail function that is, or may be, offered as part of the Site or Services. You agree not to upload, email, post, publish or otherwise transmit through a Forum any content that: (i) is false or misleading; (ii) is defamatory; (ii) is harassing or invades another’s privacy, or promotes bigotry, racism, hatred or harm against any group or individual; (iv) is obscene; (v) infringes another’s rights, including but not limited to intellectual property rights (including trademark, trade secret, patent or copyright) or rights of publicity; or (vi) violates any applicable laws or regulations. Forums shall be used in a noncommercial manner only.

By uploading, emailing, posting, publishing or otherwise transmitting content to any Forum or submitting any content to BillShrink, you automatically grant (or warrant that the owner of such rights has expressly granted) BillShrink a worldwide, royalty-free, non-exclusive, sub-licensable, perpetual and irrevocable right and license to use, reproduce, modify, adapt, create derivative works of, perform, display, distribute, publish and transmit such content in any form, medium, or technology now known or later developed. In addition, you warrant that all so-called moral rights in the content have been waived.

Copyright Policy
BillShrink respects the intellectual property rights of others and expects users of the Services to do the same. To that end, BillShrink has adopted and implemented a policy that provides for the termination in appropriate circumstances of the accounts of users who repeatedly infringe or are believed to be or are charged with repeatedly infringing the rights of copyright holders. At our discretion and in appropriate circumstances, we may terminate the accounts of users or prevent access to the Site by users who are infringing the intellectual property rights of others. Pursuant to 17 USC 512(c)(2) (the Digital Millennium Copyright Act of 1998), BillShrink’s designated agent for notice for alleged copyright infringement is:

info@billshrink.com
OR
BillShrink, Inc., Attn: Copyright Agent
601 Marshall Street, Redwood City, CA 94063

Filing a notice of infringement requires compliance with the requirements specified in Title II of the Digital Millennium Copyright Act of 1998. The text of this statute can be found at the U.S. Copyright Office website.

Feedback
You may from time to time provide feedback to BillShrink related to the Site, Content or Services. Such feedback may include, without limitation, modifications, additions, fixes, improvements, enhancements, applications, test results, procedures, information, materials, suggestions, ideas, concepts, know-how, techniques, data, translations, developments, discoveries and suggestions (collectively “Feedback”). You hereby grant BillShrink a worldwide, royalty-free, non-exclusive, sub-licensable, perpetual and irrevocable right and license to use, reproduce, modify, adapt, create derivative works of, perform, display, distribute, publish, transmit and otherwise use and dispose of such Feedback.

BillShrink Property
Except as expressly permitted in these Terms of Use, you will not earn or acquire any rights or licenses in the Site, Content or Services on account of these Terms of Use. You acknowledge and agree that BillShrink and its licensors own all right, title, and interest in and to the Site, Content and Services, including all intellectual property rights therein, even if BillShrink or its licensors incorporate any Feedback into subsequent versions of the Site, Content or Services. The Site, Content and Services are protected by copyright, trademark and other laws of both the United States and foreign countries. Except as expressly permitted in these Terms of Use, you may not reproduce, modify or prepare derivative works based upon, distribute, sell, transfer, publicly display, publicly perform, transmit or otherwise use the Site, Content or Services.

Termination of Use
If you violate any of these Terms of Use, your permission to use the Services will automatically terminate. You agree that BillShrink may, in its sole discretion, at any time revoke your access to and use of the Services, and any account(s) you may have in connection with the Site, with or without cause. BillShrink also reserves the right to cease providing or to change the Site, Content or Services at any time and without notice.

Indemnity
You agree that you will be personally responsible for your use of the Site and Services, and you agree to defend, indemnify and hold BillShrink, and its respective officers, directors, employees, consultants, affiliates, subsidiaries and agents harmless from and against any and all claims, liabilities, damages, losses and expenses, including reasonable attorneys’ and accounting fees and costs, arising out of or in any way connected with (i) your access to, use of or alleged use of the Site Services; (ii) your violation of these Terms of Use; (iii) your violation of any third party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; and (iv) any disputes or issues between you and any Carrier. BillShrink reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with BillShrink’s defense of such claim.

Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER BILLSHRINK NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OPERATING OR DELIVERING THE SITE, CONTENT OR SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES RESULTING FROM YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE OR ANY OTHER LEGAL THEORY, WHETHER OR NOT THE BILSHRINK HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. YOU SPECIFICALLY ACKNOWLEDGE THAT BILLSHRINK IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. FURTHER, BILLSHRINK WILL HAVE NO LIABILITY TO YOU OR TO ANY THIRD PARTY FOR ANY THIRD PARTY CONTENT UPLOADED ONTO OR DOWNLOADED FROM THE SITE OR THROUGH THE SERVICES.

YOU AGREE THAT THE AGGREGATE LIABILITY OF BILLSHRINK TO YOU FOR ANY AND ALL CLAIMS ARISING FROM THE USE OF THE SERVICES IS LIMITED TO THE AMOUNTS YOU HAVE PAID TO BILLSHRINK FOR ACCESS TO AND USE OF THE SERVICES GIVING RISE TO SUCH LIABILITY IN THE TWELVE (12) MONTHS PRIOR TO THE CLAIM. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN BILLSHRINK AND YOU.

Exclusions
Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

Waiver and Severability
The failure of BillShrink to enforce any right or provision of these Terms of Use will not be deemed a waiver of such right or provision. In the event that any provision of these Terms of Use is held to be invalid or unenforceable, the remaining provisions of these Terms of Use will remain in full force and effect.

Controlling Law and Jurisdiction
These Terms of Use and any action related thereto will be governed by the laws of the State of California without regard to its conflict of law provisions. All claims, legal proceedings or litigation arising in connection with the Services will be brought solely in San Mateo County, California, and you consent to the jurisdiction of and venue in such courts.

Modification of Terms
We reserve the right to modify the Terms of Use at any time. If we do this, we will post the changes to these Terms of Use on this page and will indicate at the top of this page the date those terms will be effective. We will attempt to give you advance notice of any substantive changes, but reserve the right to make such modifications immediately if required. Your use of the Site and Services after any such changes become effective constitutes your acceptance of the new Terms of Use. If you do not agree to abide by these or any future Terms of Use, do not use or access (or continue to use or access) the Services. It is your responsibility to check to determine if there have been changes to these Terms of Use and to review such changes.

Entire Agreement
These Terms are the entire and exclusive agreement between BillShrink and you regarding the Services, and these Terms supersede and replace any prior agreements regarding the foregoing.

The Services are operated and provided by BillShrink, Inc. 400 Seaport Court, Suite 200, Redwood City, CA 94063. If you have any questions about these Terms, please contact BillShrink at info@billshrink.com.

BillShrink Press