The following terms and conditions (the "Agreement") govern all use of the www.matchpin.com website (the "Site") and the and services available at the Site and or any and all other services and information including services and information provided on mobile devices including but not limited to services and information available through Apple Computer's iTunes store (such information and services taken together with the Site, the "Service"). The Service is provided by Matchpin LLC ("Company") and certain elements of the Service and content contained in the Service are created by and controlled by third party merchants ("Merchants"). Information contained in the Service may be referred to herein as "Content". The Service is offered subject to your (the "User") acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies and procedures that may be published from time to time on the Site by Company. BY USING OR ACCESSING ANY PART OF THE SERVICE, YOU AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED HEREIN; IF YOU NOT AGREE, DO NOT USE OR ACCESS THE SERVICE. Company reserves the right, at its sole discretion, to modify or replace any of the terms or conditions of this Agreement at any time. It is User's responsibility to check this Agreement periodically for changes. User's continued use of the Service following the posting of any changes to this Agreement constitutes acceptance of those changes.

Certain services available at the Site may be subject to additional terms and conditions. To the extent such terms and conditions conflict with this Agreement, such additional terms and conditions shall control.

1. Access. Subject to the terms and conditions of this Agreement, the services provided in connection with the Service are solely for User's personal use. Company may change, suspend or discontinue the Services at any time, including the availability of any feature, database, or content. Company may also impose limits on certain features and services or restrict User's access to parts or all of the Services without notice or liability.

User certifies to Company that it is legally permitted to use the Service, and takes full responsibility for the selection and use of the Service. This Agreement is void where prohibited by law, and the right to access the Service is revoked in such jurisdictions.

User shall be responsible for obtaining and maintaining any equipment or ancillary services needed to connect to, access the Service, including, without limitation, modems, hardware, software, and long distance or local telephone service. User shall be responsible for ensuring that such equipment or ancillary services are compatible with the Service.

2. Restrictions. User shall not, nor permit anyone else to, directly or indirectly: (i) reverse engineer, disassemble, decompile or otherwise attempt to discover the source code or underlying algorithms of all or any part of the Service (except that this restriction shall not apply to the limited extent restrictions on reverse engineering are prohibited by applicable local law); (ii) modify or create derivatives of any part of the Service; (iii) rent, lease, or use the Service for timesharing or service bureau purposes; or (iv) remove or obscure any proprietary notices on the Service. As between the parties, Company shall own all title, ownership rights, and intellectual property rights in and to the Service, and any copies or portions thereof.

User shall not use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Service or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Service or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Service. Company reserves the right to bar any such activity.

User shall not attempt to gain unauthorized access to any portion or feature of the Service, or any other systems or networks connected to the Service or to any Company server, or to any of the services offered on or through the Service, by hacking, password "mining", or any other illegitimate means.

User shall not probe, scan or test the vulnerability of the Service or any network connected to the Service, nor breach the security or authentication measures on the Service or any network connected to the Service.

User shall not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Service or Company's systems or networks, or any systems or networks connected to the Service or to Company.

User shall not use any device, software or routine to interfere or attempt to interfere with the proper working of the Service or any transaction being conducted on the Service, or with any other person's use of the Service.

User shall not use the Service or any Content for any purpose that is unlawful or prohibited by this Agreement.

3. Terms of sale. Any products or services advertised for sale on the Service are displayed as information only either by direct entry from participating Merchants, the Company, Users or third parties and not as the Company shall not be deemed to be in any way a reseller or broker or any kind. There may be terms relating to the sale of products or services presented on the services that are not fully or clearly communicated through the Service and the Company is not responsible for ensuring the terms of any sales, offers, announcements , contests are accurate or complete.

4. Registration; Security. As a condition to using certain products and services of the Service, User may be required to register with Company and select a password and User name ("Company User ID"). User shall provide Company with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of this Agreement, which may result in immediate termination of User's account. User may not (i) select or use as a Company User ID a name of another person with the intent to impersonate that person; or (ii) use as a Company User ID a name subject to any rights of a person other than User without appropriate authorization. Company reserves the right to refuse registration of, or cancel a Company User ID in its discretion. User shall be responsible for maintaining the confidentiality of User's Company password and other account information.

5. Content. User agrees that all Content delivered via the Service or otherwise made available by Company at the Site are protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. Except as expressly authorized by Company in writing, User agrees not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from such materials or content. Reproducing, copying or distributing any content, information, materials or design elements on the Site for any purpose is strictly prohibited without the express prior written permission of Company.

6. Indemnification. User is responsible for all of its activity in connection with the Service. User shall defend, indemnify, and hold harmless Company, its affiliates and each of its, and its affiliates employees, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys' fees, that arise from User's (i) use or misuse of the Service; (ii) access to any part of the Service, or (iii) violation of this Agreement.

7. Warranty disclaimer. THE SERVICE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. COMPANY MAKES NO WARRANTY THAT (I) THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (II) THE RESULTS OF USING THE SERVICE WILL MEET USER'S REQUIREMENTS.

8. Limitation of liability. IN NO EVENT SHALL COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, VENDORS OR SUPPLIERS BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL THEORY WITH RESPECT TO THE SERVICE: (I) FOR ANY LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, EVEN IF FORESEEABLE, (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) $100.00 (U.S.) (PROVIDED THAT, FOR USER'S WHO HAVE MADE PURCHASES FROM COMPANY, SUCH MONETARY CAP WILL BE THE AMOUNTS PAID BY USER TO COMPANY FOR THE PURCHASE DIRECTLY CONNECTED WITH THE LIABILITY CLAIM). IN ADDITION, COMPANY SHALL NOT BE LIABLE FOR ANY LOSS OR LIABILITY RESULTING, DIRECTLY OR INDIRECTLY, FROM USER'S INABILITY TO ACCESS OR OTHERWISE USE THE SITE (INCLUDING, WITHOUT LIMITATION, ANY DELAYS OR INTERRUPTIONS DUE TO ELECTRONIC OR MECHANICAL EQUIPMENT FAILURES, DENIAL OF SERVICE ATTACKS, DATE DATA PROCESSING FAILURES, TELECOMMUNICATIONS OR INTERNET PROBLEMS OR UTILITY FAILURES. THE FOREGOING LIMITATIONS SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

9. Third party website and products. The Site may permit User to link to other websites or resources on the Internet, and other websites or resources may contain links to the Site. These other websites are not under Company's control, and User acknowledges that Company is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply endorsement by Company. User further acknowledges and agrees that Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, goods, information, or services available on or through any such website or resource.

10. Termination. Company may terminate User's access to all or any part of the Service at any time, with or without cause, effective upon notice (which may be via email) thereof to User. Upon termination notice from Company, User will no longer access (or attempt to access) the Service. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, warranty disclaimers and limitations of liability.

11. Export and trade controls. User agrees not to import, export, re-export, or transfer, directly or indirectly, any part of the Service or any information provided on or pursuant to the Service except in full compliance with all United States, foreign and other applicable laws and regulations.

12. Privacy. Company's current privacy policy is available at the Site (the "Privacy Policy"). Company strongly recommends that you review the Privacy Policy closely.

13. Copyright. All content included on the Site, such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software, is the property of Company or its content suppliers and protected by United States and international copyright laws. The compilation of all content on the Site is the exclusive property of Company and protected by U.S. and international copyright laws. All software used on (or provided through) the Site is the property of Company or its software suppliers and protected by United States and international copyright laws.

14. Miscellaneous. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. Company shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Company's reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including "line-noise" interference). If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sub licensable by User except with Company's prior written consent. Company may transfer, assign or delegate this Agreement and its rights and obligations without consent. This Agreement shall be governed by and construed in accordance with the laws of the state of California, as if made within California between two residents thereof, and the parties submit to the exclusive jurisdiction and venue of the state and Federal courts located in San Francisco, California. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and User does not have any authority of any kind to bind Company in any respect whatsoever. Apple is not a sponsor of, or responsible for conducting any promotion or contest. Any contest offered via the Service is sponsored either by the Company or a Merchant using the Service. Neither Apple nor the Company are sponsors of, or responsible for conducting, endorsing or ensuring the integrity of any promotion, announcement or contest created by Merchants. Neither Apple nor the Company provide any assurance whatsoever regarding any particular Merchant's ability to deliver products or services consistent with the promotions, announcements, or contests described in the Service. Furthermore, Merchants do from time to time shut down or go out of business and the Service may include Content that is either stale, incorrect, or is simply no longer valid because a Merchant has discontinued operations.