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User Agreement
Last Revised September, 2009

The use of http://www.fallsavings.com (as may be modified from time to time after the date hereof, the "Website") as provided by [You Technology Brand Services] ("Service Provider," "we," or "our") is governed in its entirety by this User Agreement (this “Agreement”) and the accompanying Privacy Policy (as may be modified from time to time after the date hereof, the “Privacy Policy”).

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE WEBSITE AS IT, ALONG WITH THE PRIVACY POLICY, IDENTIFIES ALL TERMS AND CONDTIONS GOVERNING YOUR USE OF THE WEBSITE AND THE SERVICEs. Your use of and/or registration on any aspect of the Website will constitute your agreement to comply with these terms (including the Privacy Policy), conditions and all applicable laws. If you do not agree with this Agreement and the Privacy Policy, you may not use the Website.

Your failure to follow these terms may result in suspension or termination of your access to the Website and/or the Services, without notice, in addition to Service Provider's other remedies.

1. DESCRIPTION OF SERVICE:
The Service Provider currently provides online offers that can be used at select merchants participating in a Service Provider-powered promotion (the “Service”). If you accept these offers, you agree to the terms under which they are offered. The Service Provider reserves the right to add, delete, or change the lineup of merchants participating in the promotion or any other aspect of the Service. Unless explicitly stated otherwise, any new features that augment or enhance the current

Service shall be subject to this Agreement.  The Service Provider does not review all communications and materials posted to or created by merchants accessing the Website (either directly or indirectly) and is not in any manner responsible for the content of these communications and materials.  You acknowledge that by providing you with the ability to view and distribute these communications and materials on the Website, the Service Provider is merely acting as a passive conduit for such distribution and is not undertaking any obligation or liability relating to any contents or activities on the Website.The Service Provider reserves the right to send you messages from time to time that do not include rewards. Such messages may include administrative announcements, special requests, offers and so on, and may be sent via email.

2. MODIFICATIONS:
The Service Provider reserves the right to change the terms (including the Privacy Policy), conditions, and notices under which the Website and the Services are offered. You are responsible for regularly reviewing these terms and conditions. Continued access of the Website by you will constitute your acceptance of any changes or revisions to the Agreement.
3. USER SUBMISSIONS:
Except for any personally identifiable information that we may collect from you under the guidelines established in our Privacy Policy, any material, information or other communication you transmit, upload or post to this Website ("Communications") will be considered non-confidential and non-proprietary. The Service Provider will have no obligations with respect to the Communications. The Service Provider and its designees will be free to copy, disclose, distribute, incorporate and otherwise use the Communications and all data, images, sounds, text, and other things embodied therein for any and all commercial or noncommercial purpose.
4. REGISTRATION AND ACCOUNT CREATION:
A. Registration Data.

In consideration of your use of the Service, you agree to: (a) register and/or set up an account to use the Website and the Services by providing true, accurate, current and complete information about yourself [as prompted by the Website’s registration form] and choosing a password, user Id, and/or completing other registration information (such information being the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete.  You may not impersonate, imitate or pretend to be somebody else when registering and/or setting up an account on the Website. If you provide any information that is untrue, inaccurate, not current or incomplete, or the Service Provider has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, the Service Provider has the right to suspend or terminate your account and refuse any and all current or future use of the Website and the Service (or any portion thereof).
The Service Provider is concerned about the safety and privacy of all its users, particularly children. It is your decision as to whether or not you will give your children access to any or all of the Website and the Service. Please remember that the Service is designed to appeal to a broad audience. Accordingly, as the legal guardian, it is your responsibility to determine whether any of the Services and/or the consent on the Website are appropriate for your child. The Website is not intended for users under the age of 13, and Service Provider does not knowingly collect personally identifiable information from users under the age of 13. Such users are expressly prohibited from submitting their personally identifiable information to us, and from using portions of the Website for which registration is required, any information submitted by such users will not knowingly be used, posted, or retained by us.

B.  Privacy Policy.
Registration Data and certain other information about you are subject to our Privacy Policy. For more information, please see our full Privacy Policy.

C. Use of User ID/Password.

You will receive a password and account designation upon completing the Service's registration process. You are responsible for maintaining the confidentiality of the password and account along with all other Registration Data, and are fully responsible for all activities that occur under your password or account, including, but not limited to, use of the account by any person who uses your Registration Data, with or without authorization, or who has access to any computer on which your account resides or is accessible. You may not authorize others to use your Registration Data. You may not sub-license, transfer, sell or assign your Registration Data and/or this Agreement to any third party without our written approval. Any attempt to do so will be null and void and shall be considered a material breach of this Agreement.  You agree to (a) immediately notify the Service Provider of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. The Service Provider and its clients cannot and will not be liable for any loss or damage arising from your failure to comply with this section.

The Service Provider takes measures to protect your account and other information. However, you acknowledge that despite our efforts, the Service Provider cannot guarantee that anything transmitted over the Internet is secure, or that a third party will not be able to access or intercept such information or other communications. The Service Provider will not be liable from any loss resulting from a cause over which it does not have direct control.
5. OTHER RULES OF USAGE:
A. Unless otherwise specified, the Website and the Services are intended for your personal use only. You may not authorize others to use the Website or the Services, and you are responsible for all use of the Website and the Services by you and by those you allow to use, or provide access to, the Website and the Services.

B. You agree not to disrupt, overwhelm, attack, modify, reverse engineer or interfere with the Website or its associated software, hardware and/or servers in any way, and you agree not to impede or interfere with others' use of the Website.

C. Other than connecting to Service Provider's servers by http requests using a Web browser, you may not attempt to gain access to Service Provider's servers by any means - including, without limitation, by using administrator passwords or by masquerading as an administrator while using the Website or otherwise.

D. You acknowledge that Service Provider has not reviewed and does not endorse the content of all sites linked to from this Website and is not responsible for the content or actions of any other sites linked to from this Website. Your linking to any service or site is at your sole risk.
6. USE OF SITE; PERSONAL AND NON-COMMERCIAL USE OF LIMITATION:
Unless otherwise specified, the Website and the Services are for your personal and noncommercial use. You may, subject to any expressly stated restrictions or limitations relating to specific material, electronically copy, download and print hard copy portions of the material from the different areas of the Website solely for your own noncommercial use. Any other use of materials on this Website, including but not limited to the modification, reproduction, distribution, republication, display or transmission of the content of this Website, without prior written permission of the Service Provider is strictly prohibited.  Without limiting the foregoing, you may not in any way make commercial or other unauthorized use, by publication, re-transmission, distribution, performance, caching, or otherwise, of material obtained through the Website or the Service, including without limitation the IP, except as expressly permitted in writing by this User Agreement, the Service Provider, the Website or as permitted by law.  You further agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.
7. MERCHANDISE SOLD ON OR THROUGH THE WEBSITE; EXTERNAL SITES:
A.  Neither Service Provider nor any of its affiliates make any warranties with respect to any of the merchandise, products, and/or services featured, mentioned, or sold on or through the Website. Transactions for any such item shall be between the user and the third party seller, distributor, or manufacturer without any involvement of Service Provider or any of its affiliates. You agree that Service Provider and its affiliates are not responsible, and shall have no liability to you, with respect to merchandise, products, and/or services featured, mentioned, sold, or distributed on or through the Website, including illegal, offensive or illicit items, even items that violate this Agreement.  You further agree that Service Provider and its affiliates will not be responsible for changes to, or discontinuance of, any promotion or any participating merchant withdrawals from the Service and its impact on you.

B.  In an attempt to provide increased value to our visitors, this Website may contain links to other sites on the Internet that are owned and operated by third party vendors and other third parties (the "External Sites").  However, even if the third party is affiliated with the Service Provider, the Service Provider has no control over these linked sites, all of which have separate privacy and data collection practices, independent of the Service Provider. The Service Provider has no responsibility or liability for these independent policies or actions and is not responsible for the privacy practices or the content of such websites. These linked sites are only for your convenience and therefore you access them at your own risk. Links do not imply that the Service Provider sponsors, endorses, is affiliated with or associated with, or has been legally authorized to use any trademark, trade name, service mark, design, logo, symbol or other copyrighted materials displayed on or accessible through such External Sites. Nonetheless, the Service Provider seeks to protect the integrity of the Website and the links placed upon it and therefore requests any feedback on not only its own the Website, but for websites it links to as well (including if a specific link does not work).  You should contact us by email at support@softcoin.com for those External Sites if you have any concerns regarding such links or the content located on such External Sites.

8. COPYRIGHTS, TRADEMARKS AND OTHER INTELLECTUAL PROPERTY:
The entire content included in this Website, including but not limited to text, design, graphics, interfaces, or code and the selection and arrangements thereof is copyrighted as a collective work under the United States and other copyright laws, and is the property of the Service Provider.  The collective work includes works that are licensed to the Service Provider. Copyright 2009. ALL RIGHTS RESERVED. All trademarks, service marks, trade names and other intellectual property (collectively the "IP") are trademarks, registered trademarks or other intellectual property of and are proprietary to the Service Provider, or other respective owners that have granted the Service Provider the right and license to use such IP.  The copying, reproduction, publication, display, rearrangement, redistribution, modification, revision, alteration, cropping, re-sizing, reverse engineering, movement, removal, deletion, or other use or change by you, directly or indirectly, of any content on the Website, including but not limited to the removal or alteration of advertising, is strictly prohibited.

Without limitation of the foregoing, you further acknowledge and agree that content contained in sponsor advertisements or information presented to you through the Service may be protected by copyrights, trademarks, service marks, patents, or other proprietary rights and laws. Except as expressly authorized by the Service Provider, you agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Service or any proprietary software, in whole or in part. You may not "mirror" or "frame" any material contained on the Website. We welcome your feedback, but know that if you send any suggestions, material, or comments to us, you grant us the right to use them for any purpose without any further obligation or notice to you.

You further acknowledge and agree that the Service and any necessary software used in connection with the Service contain proprietary and confidential information that is protected by applicable intellectual property and other laws.  You agree that you will not impermissibly or illegally use certain proprietary object code or source code of any software made available in the course of your use of the Services, provided that you do not (and do not allow any third party to) impermissibly or illegally copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to improperly discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the proprietary software. You agree not to modify the proprietary software in any manner or form, or to use modified versions of same, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by the Service Provider for use in accessing the Service.

9. MODIFICATION:
The Service Provider reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website or the Service (or any part thereof) with or without notice. You agree that the Service Provider shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Website or the Service.
10. TERMINATION:

You agree that the Service Provider, in its sole discretion, may terminate your user ID, password, account (or any part thereof) or use of the Website or the Service, for any reason, including, without limitation, for lack of use or if the Service Provider believes that you have violated or acted inconsistently with the letter or spirit of the terms of service. The Service Provider may also in its sole discretion, at any time, discontinue providing the Website or the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Website or the Service under any provision of these terms of service may be effected without prior notice, and acknowledge and agree that the Service Provider may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Website or the Service. Further, you agree that the Service Provider shall not be liable to you or any third-party for any termination of your access to the Website or the Service.

11. INDEMNIFICATION:
You agree to indemnify the Service Provider, its affiliates, employees, agents, representatives and suppliers, and to defend and hold each of them harmless, from any and all losses, expenses, damages and costs, including reasonable attorneys' fees which may arise from your submissions, from your unauthorized use of material obtained through the Website, or from your breach of this Agreement, or from any such acts through your use of the Website or the Service.
12. ADDITIONAL RULES:
Service Provider reserves the right to post, from time to time, additional rules of usage that apply to specific parts of the Website. Such additional rules will be posted in the relevant parts of the Website. Your continued use of the Website constitutes your agreement to comply with these additional rules.
13. DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY:
The Service Provider makes no warranties or representations about the accuracy or completeness of the Website's content or the content of any site or External Sites. 
All products or services purchased by you with the use of the Service Provider offers are provided solely by the merchant associated with the offer. Warranties, if any, with respect to any product or service will be provided by the merchant only. The Service Provider is not responsible for changes to, or discontinuance of, any products or services. The Service Provider does not warrant, guarantee, or make any representations regarding the quality of, or accuracy of advertisements for, any services or products offered or provided by merchants.

THE WEBSITE AND THE MATERIALS, INFORMATION, SERVICES, AND PRODUCTS IN THE WEBSITE, AND THE SERVICES, INCLUDING, WITHOUT LIMITATION, TEXT, GRAPHICS, AND LINKS CONTAINED ON THE WEBSITE, ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE SERVICE PROVIDER AND ITS AFFILIATES HEREBY EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF ACCURACY, RELIABILITY, TITLE, MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE OR ANY OTHER WARRANTY, CONDITION, GUARANTEE OR REPRESENTATION, WHETHER ORAL, IN WRITING OR IN ELECTRONIC FORM, INCLUDING BUT NOT LIMITED TO THE ACCURACY OR COMPLETENESS OF ANY INFORMATION CONTAINED THEREIN. THE SERVICE PROVIDER AND ITS AFFILIATES DO NOT REPRESENT OR WARRANT THAT ACCESS TO THE WEBSITE WILL BE UNINTERRUPTED OR THAT THERE WILL BE NO FAILURES, ERRORS OR OMISSIONS OR LOSS OF TRANSMITTED INFORMATION, OR THAT NO VIRUSES WILL BE TRANSMITTED ON THE WEBSITE.

IN NO EVENT WILL THE SERVICE PROVIDER OR ITS AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTIES FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ALLEGEDLY SUSTAINED ARISING OUT OF THIS AGREEMENT, THE PROVIDING OF THE WEBSITE OR THE SERVICES HEREUNDER, YOUR ACCESS TO OR INABILITY TO ACCESS THE WEBSITE, YOUR USE OF OR RELIANCE ON THE WEBSITE OR ANY OF THE MERCHANDISE, INFORMATION OR MATERIALS AVAILABLE ON THE WEBSITE, REGARDLESS OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE.

YOU HEREBY AGREE TO RELEASE SERVICE PROVIDER AND ITS AFFILIATES AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND REPRESENTATIVES FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THIS WEBSITE.

14. JURISDICTION:
Service Provider makes no representation that materials on the Website are appropriate, available or legal in any particular location. Those who choose to access the Website do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

You agree that this Agreement, for all purposes, shall be governed and construed in accordance with the laws of the State of California applicable to contracts to be wholly performed therein, and any action based on, relating to, or alleging a breach of this Agreement must be brought in a state or federal court in California. In addition, both parties agree to submit to the exclusive personal jurisdiction and venue of such courts.
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