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& Welcome to the Web site operated by TrialPay, Inc and Auctionwire Inc.,(“Parties”) both Delaware Corporations. We maintain this Web site as a service to its visitors. By using this Web site, you are agreeing to comply with and be bound by the following terms of use. Please review the following terms carefully. If you do not agree to these terms, you have no right from the Parties to obtain information from or otherwise use this Web site. Failure to use this Web site in accordance with the following terms of use may subject you to severe civil and criminal penalties.
TrialPay is a third party independent provider of services and offerings. Auctionwire Inc, makes no claims or warranties regarding the services offered and as such all services are provided on an as-is basis. As indicated on the Web site the Advertisers will reimburse TrialPay and Auctionwire a set dollar amount as stated on the offer page which may change from time to time without notice to you and is based upon the successful completion and execution of the offers provided as indicated by the offers terms and conditions. Upon confirmation of a completed offer as noted here within and upon receipt of payment by the Advertiser, Auctionwire will reimburse the named 501(c) 3 charities all applicable proceeds. Due to the nature of this offer tax receipts will not be issued, as you are not making a donation. All advertisers and TrialPay are independent of Auctionwire, and the named charity. In no way do the Parties or Charity endorse or warrant any of the services or offers provided. Auctionwire’s involvement in such transaction is limited to that of providing TrialPay with advertising space on this site. In no way has Auctionwire verified the advertiser offer. Furthermore you herby fully indemnify and release both Auctionwire, TrialPay and their respective partners from all claims and damages which may occur as a result of you accessing this site or accepting any offer.
Introduction
You agree to the terms and conditions outlined in this Terms of Use Agreement ("Agreement") with respect to this Web site (the "Site"). This Agreement constitutes the entire and only agreement between us and you, and supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Site and the content provided by or through the Site, and the subject matter of this Agreement. This Agreement may be amended at any time by Parties from time to time without specific notice to you. The latest Agreement will be posted on the Site, and you should review this Agreement prior to each use of the Site.
Basic Requirements for Use of the Site
We require you to meet these basic requirements to use the TrialPay service:
a. Our service is not designed to solicit or collect information of any kind from persons under the age of 13, and we do not knowingly collect any information from persons under the age of 13. Please do not use this service if you are 13 or under.
b. There is a restriction of one TrialPay account per person. TrialPay reserves the right to terminate duplicate accounts, resulting in the voiding of any monies due to AuctionWire, or corresponding 501(c) companies.
c. We expect that you provide accurate information when registering with the TrialPay service. While we will strive to ensure delivery of the proper amount to the choosen 501(c) corporation, it is your responsibility to ensure that your contact information is correct in your TrialPay account. Persons found to have fraudulent, misrepresented, or otherwise untruthful information contained in a TrialPay account may have that account revoked, and shall not be entitled to use the TrialPay service in the future.
d. Users of the TrialPay service shall not tamper, hack, spoof, copy, or otherwise defraud the service. Violation may result in the termination of your account, and the voiding of any amount due to AuctionWire. Furthermore, TrialPay reserves the right to prosecute users to the full extent provided by law.
Completing a TrialPay Checkout and Offer
a. In order to successfully complete the TrialPay checkout and for the respective 501(c) corporation to receive their respective amount, you must initiate the completion of the third-party offer ("advertiser offer") from within the TrialPay checkout. Any transactions (offer completions) initiated directly on the third-party website without originating from within the TrialPay checkout will not be tracked by our advertising partners and you will not be credited for your transaction.
b. We expect you to fully understand and comply with the instructions and restrictions explicitly stated during the checkout process. Unless stated otherwise, offers may only be completed once per person/once per household or be limited to new members only. In the event that you attempt to complete an offer more than once, you shall not be eligible to receive credit for your transaction, and your TrialPay account(s) may be permanently revoked.
c. Depending on the offer completed, there maybe a delay in receiving credit for your transaction due to a delay in reporting of offer completion to TrialPay from the third-party. The times specified in the TrialPay checkout process for order fulfillment are estimates only. In cases where the delay exceeds the estimated completion time, you may submit proof of the completed advertiser (called a "receipt") for manual review. If approved by TrialPay you will be manually credited. TrialPay in its sole discretion has the right to accept or deny any such receipts and is not obliged to provide any reasons for its decisions. Receipts submitted 45 days after the offer was initiated will not be considered.
d. You may not sign up for an advertiser offer with the intent to immediately cancel or return the item or service from the advertiser. A "quick cancellation" is considered to be fraudulent, and may void your order. TrialPay may, at its discretion, suspend or revoke your right to use the TrialPay service if you are found to have engaged in such activity.
Copyright
The content, organization, graphics, design, compilation, magnetic translation, digital conversion and other matters related to the Site are protected under applicable copyrights, trademarks and other proprietary (including but not limited to intellectual property) rights. The copying, redistribution, use or publication by you of any such matters or any part of the Site, except as allowed under "Limited Right to Use" below, is strictly prohibited. You do not acquire ownership rights to any content, document or other materials viewed through the Site. The posting by TrialPay of information or materials on the Site does not constitute a waiver of any right in such information and materials.
Copyright and Service Mark Information
Copyright © TrialPay, Inc., 2007, all rights reserved. All other trademarks are the property of their respective owners.
Limited Right to Use
The viewing, printing or downloading of any content, video, audio, graphic, form or document from the Site grants you only a revocable, nonexclusive license for use solely by you for personal, noncommercial purposes limited to the use as is reasonably required to view and listen to the content and navigate through the pages and links generally available to the public using a standard Internet browser and standard media player, and not for republication, distribution, assignment, sublicense, sale, preparation of derivative works or other use. No part of any content, graphic, form or document may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical, other than for your personal, noncommercial use (but not for resale or redistribution).
Editing, Deleting and Modification
We reserve the right in our sole discretion to change, edit or delete any documents, information or other content appearing on the Site.
Indemnification
You agree to indemnify, defend and hold TrialPay, Auctionwire and their respective directors, officers, shareholders, clients, employees, agents, attorneys, advertisers, and publishers (collectively, "Our Affiliated Parties") harmless from any liability, loss, claim or expense, including reasonable attorneys' fees, related to your use of the Site or violation of this Agreement.
Nontransferable
Your right to use the Site is not transferable. Any password or right given to you to obtain information or documents from the Site is not transferable.
WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY
THE COMPUTER PROGRAMS, INFORMATION AND OTHER CONTENT AVAILABLE FROM OR THROUGH THE SITE ARE PROVIDED "AS-IS," "AS AVAILABLE," AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, TRIALPAY AND AUCTIONWIRE DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, (A) THAT ANY COMPUTER PROGRAMS OR INFORMATION AVAILABLE FROM OR THROUGH THE SITE, OR THE SITE ITSELF WILL BE MERCHANTABLE OR FIT FOR A PARTICULAR PURPOSE, (B) THAT ANY COMPUTER PROGRAMS OR INFORMATION AVAILABLE FROM OR THROUGH THE SITE, OR THE SITE ITSELF WILL BE UNINTERRUPTED OR ERROR-FREE, (C) THAT DEFECTS WILL BE CORRECTED, (D) THAT THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS, (E) THAT THE SECURITY METHODS EMPLOYED WILL BE SUFFICIENT, (F) REGARDING CORRECTNESS, ACCURACY, OR RELIABILITY, OR (G) AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE COMPUTER PROGRAMS OR INFORMATION, OR AGAINST INFRINGEMENT. ALL 'INFORMATION' AND 'COMPUTER PROGRAMS' PROVIDED IN THE COURSE OF THIS AGREEMENT ARE PROVIDED WITH ALL FAULTS, AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU AS THE USER. WE AND OUR AFFILIATED PARTIES HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY INFORMATION OR OTHER CONTENT AVAILABLE FROM OR THOUGH THE SITE, OR THE SITE ITSELF. IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, WE AND OUR AFFILIATED PARTIES ARE NOT LIABLE FOR ANY COMPENSATORY, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT, PRODUCT LIABILITY OR OTHERWISE; NOR FOR ANY THIRD PARTY CLAIMS OF ANY NATURE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIMS. THE NEGATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU. THE INFORMATION AND OTHER CONTENT AVAILABLE FROM OR THROUGH THE SITE, AND THE SITE ITSELF, WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, YOU OBTAIN FROM US FROM OR THROUGH THE SITE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS AGREEMENT.
Links to Other Web Sites
The Site may now, or hereafter from time to time, contain links to third-party Web sites. We do not control, investigate, monitor or check such Web sites, we are not responsible for the computer programs available from, content in or opinions expressed at such Web sites, and we do not investigate, monitor or check. We provide such third-party links only as a convenience to visitors of the Site, and the inclusion of a link does not imply approval or endorsement of the linked site by us. If you decide to leave the Site and access any third-party Web site, you do so at your own risk.
Visitors' Communications
Except where expressly provided otherwise by us, all comments, feedback, information, or materials that you submit through or in association with the Site shall be considered non-confidential. By submitting such comments, feedback, information, or materials to us: You represent and warrant that TrialPay's use of your submission does not and will not breach any agreement, violate any law, or infringe any third party's rights; ii. You represent and warrant that you have all rights to enter into this agreement; iii. TrialPay is free to use in any manner all or part of the content of any such communications on an unrestricted basis without the obligation to notify, identify or compensate you or anyone else; and iv. You grant TrialPay all necessary rights, including a waiver of all privacy and moral rights, to use all comments, feedback, information, or materials, in whole or in part, or as a derivative work, without any duty by TrialPay to anyone whatsoever. We do not accept unsolicited ideas, works, or other materials, and you acknowledge that you are responsible for and bear all risk as to the use or distribution of any such ideas, works, or materials. TrialPay expressly prohibits the scraping of email addresses from any TrialPay Web site (including all areas of this Site - member and non-member) and expressly opts out of receiving commercial electronic mail messages to TrialPay domain email addresses that were obtained in violation of the foregoing or by use of automatic address-generation software. .
Miscellaneous
The Site can be accessed from different locations around the world and may contain references to TrialPay services, and programs that have not been announced where you are located. These references do not imply that TrialPay intends to announce such products, services or programs where you are located. This Agreement shall be treated as though it were executed and performed in San Jose, California, and shall be governed by and construed in accordance with the laws of the United States of America and of the State of California (without regard to conflict of law principles). Any cause of action by you with respect to the Site (and/or information, documents and other materials contained therein) must be instituted within one (1) year after the cause of action arose or be forever waived and barred. All actions shall be subject to the limitations set forth under "Disclaimer" above. The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against you or us. You expressly submit to the exclusive personal jurisdiction and venue of the Superior Court of Santa Clara County and the United States District Court for the Central District of California with respect to all matters relating to this Agreement or your use of the Site, and consent to extra-territorial service of process in connection therewith. Should any part of this Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that anything in or associated with the Site is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. Our failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision.