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Terms of Use

Effective: September 3rd, 2014

The TrackBill.com Site is owned and operated by TrackBill, LLC, an Illinois limited liability company ("Company"). These Terms of Use ("Terms of Use" or "Agreement") are intended to make you aware of the terms and conditions of your use of the TrackBill.com Site, any Content (as defined herein), or other products or services that are offered or provided by Company (collectively, the "Site").

The disclaimers, terms and conditions on these pages are of general application and may be supplemented by additional policies, procedures, disclaimers, guidelines, rules, terms or conditions of specific application disclosed by Company, including through a registration process or other means. In the event of a conflict between the Terms of Use and any additional policies, procedures, disclaimers, guidelines, rules, terms or conditions of specific application, the additional policies, procedures, disclaimers, guidelines, rules, terms or conditions of specific application shall control.

Company reserves the right, at its discretion, to change, modify, add or remove portions of these Terms of Use at any time. BY USING OR OTHERWISE ACCESSING THE SITE, POSTING OR DOWNLOADING CONTENT, OR ANY OTHER INFORMATION TO OR FROM THE SITE, YOU HEREBY AGREE TO, AND SHALL BE SUBJECT TO, THESE TERMS OF USE. IF YOU DO NOT UNEQUIVOCALLY AGREE, YOU MAY NOT USE OR OTHERWISE ACCESS THE SITE, POST OR DOWNLOAD CONTENT, OR ANY OTHER INFORMATION TO OR FROM THE SITE.

General Terms of Use and Restrictions on Use

Company hereby grants you a limited, nonexclusive, nonassignable, nontransferable license to access and use the Site solely for your own personal, non-commercial purposes. All rights not otherwise expressly granted by these Terms of Use are reserved by Company. Except as otherwise expressly permitted by Company, you agree not to reproduce, duplicate, copy, distribute, transmit, sell, trade, resell or exploit for any purpose any portion of or any information from the Site. You may not obscure or remove any proprietary rights notices contained in or on the Content. Company may discontinue or alter any aspect of the Site, remove Content from the Site, restrict the time the Site is available or restrict the amount of use permitted at Company's sole discretion and without prior notice or liability. You further agree that such measures shall be taken in Company's sole discretion and without liability to you or any third party.

Unless otherwise specifically noted in these Terms of Use or on the Site, images, trademarks, service marks, logos and icons displayed on the Site are the property of Company and/or its licensors or third party affiliates, and may not be used without Company's prior written consent. Any unauthorized use of any Content, whether owned by Company or other parties, may violate copyright laws, trademark laws, privacy and publicity laws and communications regulations and statutes. You will not copy, reverse engineer, disassemble, decompile, translate, modify, reproduce, republish, transmit, sell, offer for sale, disseminate or redistribute the intellectual property found in the Site or any part thereof or grant any other person or entity the right or access to do so.

Content

You acknowledge that the Site may contain or provide access to information, software, photos, video, text, graphics, music, sounds or other material provided by Company or third parties (collectively, "Content") that are protected by copyrights, patents, trademarks, trade secrets or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. Content posted by users via the Site ("User Content") is the intellectual property of the specific users of the Site who post such User Content. By posting or delivering User Content, you hereby grant to Company a limited, transferable, nonexclusive, worldwide, perpetual, royalty-free license to use, reproduce, modify, edit, adapt, publish, translate, display, distribute, sell, sublicense and create derivative works and compilations incorporating such User Content.

Company does not generally monitor or otherwise remove User Content after it is posted on the Site except as required or permitted by law or otherwise in the sole discretion of Company, and reserves the right to remove any and all material that it feels is actually or potentially inappropriate, offensive, illegal or harmful in any respect or which may violate these Terms of Use. Company does not make any warranties or representations regarding any of the User Content. Company does not necessarily approve, endorse, sanction, encourage, verify or agree with any message posted by its users or otherwise embodied in the Content. Company is not and will not be liable for any Content or User Content that may be offensive, indecent, vulgar, defamatory or otherwise objectionable.

Paid Memberships

In addition to the free services provided on the Site, including feature-limited services or trial periods, paid memberships are offered that require payment. Where payment is required, the following additional terms and conditions will apply. Paid memberships commence at the end of any free services or grace periods provided or offered by Company.

Billing and Payment
By registering for the paid memberships and providing Your credit card details, You agree to be billed by us for Your for-fee service as provided herein and during the order process. It is Your sole obligation to provide accurate and complete credit card information, and to timely update Your Account with any changes to such information.

Automatic Renewal
Paid memberships are subscriptions which commence at the end of any free services or any grace or trial periods offered by Company. After Your initial subscription commitment period, and again after any subsequent subscription period, Your subscription will automatically continue for an additional equivalent period, at the price You agreed to when subscribing or in accordance with TrackBill's then-current pricing structure. You agree that Your account will be subject to this automatic renewal feature. If You do not wish Your account to renew automatically, or if You want to change or terminate Your subscription, please log in and go to Your Account page and opt out of automatic renewal of Your purchase. If You opt out of automatic renewal after Your purchase, or elect to terminate Your purchase at any time, You may use Your subscription until the end of Your then-current subscription term; Your subscription will not be renewed after Your then-current term expires. You won't be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period; provided, however, the portion of Your payment associated with such unused membership may be applied towards an upgraded subscription with the Company if You register for the upgraded subscription contemporaneously with cancelling Your current subscription. Paid memberships cannot be transferred to any other account. By subscribing to the paid membership, You authorize Company to bill the credit card You provided now and again at the beginning of any subsequent subscription period. You also authorize Company to charge You for any sales or similar taxes that may be imposed on Your subscription payments. If You terminate a paid membership or subscription You may continue using the Services on a free or no-charge basis based on then-current offerings by Company.

Reaffirmation of Authorization
Your non-termination or continued use of the paid memberships reaffirms that Company is authorized to charge the credit card information provided. Company may submit those charges for payment and You will be responsible for such charges. This does not waive Company's right to seek payment directly from You. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when You initially subscribed to the paid memberships.

Termination of Services for Non-Payment or Violation of Terms
Where payment is required for a paid membership and we are unable to charge Your credit card for any reason, we may discontinue any and all Services provided to paid membership accounts to You either temporarily or permanently, or allow You to continue using the Services on a free or no-charge basis based on then-current offerings by Company. Company reserves the right to immediately terminate Your account if you use multiple trial accounts or otherwise violate these Terms of Use.

Cancellation of Services
If You cancel Your account, Your paid membership will be cancelled. All payments for paid memberships are non-refundable, unless You cancel Your account within 30 days of registering it. If You cancel Your account within that 30 day period, Company will refund any payment You made in connection with such account. If You otherwise cancel Your account, You will not be eligible for a prorated refund of any portion of the unused paid services; provided, however, the portion of Your payment associated with such unused services may be applied towards an upgraded account with the Company if You register for the upgraded account contemporaneously with cancelling Your current account. Where billing for a service is recurring on a monthly, yearly or other periodic basis, the unused portion of the current service period will not be refunded paid memberships cannot be transferred to any other account.

Links

As a service to our users, we may provide information about other resources that may be of interest. However, we are not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources, and the presentation of third-party links or content by Company is not intended to be an endorsement, sponsorship or recommendation by Company. Please be aware that when you exit the Site, you are subject to the policies of the new Site. You further acknowledge and agree 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 use of or reliance on any such third-party content, goods or Service available on or through any third-party site or resource.

Company's Privacy Policy

Company collects, stores and uses data collected from you in accordance with Company's Privacy Policy, located at https://trackbill.com/privacy. The terms and conditions of the Privacy Policy are hereby expressly incorporated into these Terms of Use.

Company may disclose information to trusted affiliates, independent contractors and partners who will use the information for certain business purposes deemed to be aligned with our goals and business objectives. In addition, the Company may transfer information collected from users in connection with a sale or restructuring of Company.

User Representations

You hereby represent and warrant to Company that you (i) are over the age of majority in your jurisdiction or otherwise have the power and authority to enter into and perform your obligations under this Agreement; (ii) all information provided by you to Company is truthful, accurate and complete; and (iii) you will comply with the terms and conditions of these Terms of Use and any other agreement to which you are subject that is related to your use of the Site or any part thereof. For any User Content that you post via the Site, you hereby represent and warrant that: (a) you are owner of such User Content or otherwise have the right to grant Company the licenses granted pursuant to this Agreement; (b) you have secured any and all consents necessary to post the User Content and to grant the foregoing licenses; (c) the User Content does not violate the rights of any third party, including, without limitation, the intellectual property, privacy or publicity rights of any third party, and such User Content does not contain any personally identifiable information about third parties in violation of such parties' rights; and (d) the use of any User Content will not result in harm or personal injury to any third party.

Prohibited Uses

You agree not to: (a) use of the Site to post material or information that, is or to a reasonable person may be unlawful, harmful, tortious, abusive, obscene, pornographic, defamatory, libelous, harassing, invasive of another's privacy, offensive, vulgar, threatening, malicious, hateful or racially, ethnically or otherwise objectionable; (b) use of the Site to post content, files, graphics, software or other material or information that actually or potentially infringes the rights of any person, including, without limitation, the copyright, trademark, patent, trade secret or other intellectual property rights, or privacy, moral or publicity rights, of any person; (c) use of the Site to interfere, disrupt or attempt to gain unauthorized access to other accounts on the Site or any other computer network; (d) use of the Site to post viruses, trojan horses or any other malicious code or programs designed to interrupt, destroy or limit the functionality of any computer software, hardware, system or telecommunications equipment; (e) reverse engineer, disassemble or decompile, or otherwise reverse engineer or attempt to reverse engineer or derive code from any information accessible through the Site (including, without limitation, data packets transmitted to and from the Site over the Internet), or analyze, decipher, "sniff," derive code from, or attempt to analyze, decipher, "sniff," or derive code from any packet stream transmitted to or from the Site, whether encrypted or not, or permit any third party to do any of the same, and you hereby expressly waive any legal rights you may have to do so, (f) use of the Site to post any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or other fraudulent schemes, or any other form of solicitation; or (g) use of the Site to engage in any activity that, as determined by Company, may intentionally or unintentionally violate these Terms of Use, violate any applicable laws or regulations or conflict with the spirit or intent of these Terms of Use.

PLEASE NOTE THE FOLLOWING IMPORTANT DISCLAIMERS OF WARRANTIES:

EXCLUSION OF WARRANTIES / DISCLAIMER

TO THE MAXIMUM EXTENT ALLOWED BY LAW, THE SITE OR THE SERVICE, AND ANY CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," AND AT YOUR SOLE RISK. ALTHOUGH COMPANY USES REASONABLE EFFORTS TO ENSURE THAT THE INFORMATION CONTAINED ON THE SITE AND THROUGH THE SERVICE IS AS ACCURATE AS POSSIBLE, COMPANY GIVES NO WARRANTY OF ANY KIND REGARDING THE SITE OR THE SERVICE AND/OR CONTENT POSTED OR OTHERWISE MADE AVAILABLE THEREIN. FURTHER, COMPANY DOES NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENTNESS OR RELIABILITY OF ANY COMPANY CONTENT THAT THE RESULTS OBTAINED FROM THE USE OF THE SITE OR THE SERVICE OR CONTENT WILL BE ACCURATE OR RELIABLE, OR THAT THE QUALITY OF THE SITE OR THE SERVICE OR CONTENT WILL MEET YOUR EXPECTATIONS. COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, CONDITIONS, UNDERTAKINGS OR OTHER OBLIGATIONS INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND ANY WARRANTY THAT THE SITE, THE SERVICE OR CONTENT WILL BE ERROR-FREE OR THAT SUCH ERRORS WILL BE CORRECTED.

ANY CONTENT OR OTHER MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE OR THE SERVICE IS DONE AT YOUR SOLE RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH CONTENT OR MATERIAL.

LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT COMPANY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SITE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS AND SERVICE RESULTING FROM THE INABILITY TO ACCESS OR UTILIZE ANY PRODUCTS, DATA, INFORMATION OR SERVICE PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE OR THE SERVICE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (IV) ANY OTHER MATTER RELATING TO THE SITE OR THE SERVICE. IN NO EVENT SHALL COMPANY'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE SITE OR THE SERVICE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Release / Indemnification

You agree to release Company, its members, managers, officers, employees and agents, from any and all liability and obligations whatsoever in connection with or arising from your use of the Site and the Service. If at any time you are not happy with the Site or the Service or object to any material within the Site or the Service, your sole remedy is to cease using them.

You agree to defend, indemnify and hold harmless Company, its officers, members, directors, employees and agents from and against any and all claims, liabilities, damages, losses or expenses, including attorneys' fees and costs and expenses, arising out of or in any way connected with (a) your access to or use of the Site or any part thereof, (b) any User Content you post via the Site, (c) a breach or alleged breach by you of any of your representations, warranties, covenants or obligations under this Agreement, (d) infringement or misappropriation of any intellectual property or other rights of Company or third parties by you, or (e) any negligence or willful misconduct by you.

Governing Law and Other Miscellaneous Terms

The validity and effect of these Terms of Use shall be governed by and construed and enforced in accordance with the laws of Illinois, without regard to its conflicts or choice of laws principles.

The parties agree that breach of the provisions of this Agreement would cause irreparable harm and significant injury to Company which would be both difficult to ascertain and which would not be compensable by damages alone. As such, the parties agree that Company has the right to enforce the provisions of this Agreement by injunction (without necessity of posting bond), specific performance or other equitable relief without prejudice to any other rights and remedies Company may have. The prevailing party will be entitled to reasonable fees of attorneys, accountants and other professionals, and costs and expenses in addition to any other relief to which such prevailing party may be entitled in any action at law or in equity.

Copyright and Copyright Notices

Company respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Company's Copyright Agent the following information:

Please contact Company's Copyright Agent for Notice of Claims of copyright infringement at: support@trackbill.com. Copyright owners and agents acknowledge that failure to comply with all of the requirements of the foregoing may result in an invalidity of the DMCA notice.

Changes to our Policies

Our Terms of Use Policy is intended to provide you with the safest and most secure experience possible. Since offerings and technologies change, we reserve the right to change, modify, add or remove portions of our Policy at any time without prior notice. If you have any questions, or would like further clarification, please e-mail us at support@trackbill.com. Any changes in Company's policies will be communicated on this page.

This Site is operated by Company. All inquiries may be directed to:

TrackBill, LLC
1017 Olive Street, Suite 700
Saint Louis, MO 63101
202-827-5496
Email: support@trackbill.com