NOTICE

Thank you for visiting one or more of our sites at http://www.mercurypay.com and http://www.mercuryloyalty.com (the “Websites”). Mercury Payment Systems, LLC (“Mercury”) provides its Websites and its related services to you subject to the following terms and conditions of use (“Terms of Use”). Please read these Terms of Use carefully BEFORE using the Websites. If at any time you do not wish to accept these Terms of Use, or if you do not agree with our Privacy Policy which is available at http://www.MercuryPay.com/privacy-policy/ (the “Privacy Policy”), please do not use the Websites or any services offered by the Websites. Your continuing access and use of the Websites signifies your acceptance of these Terms of Use. Any additional terms and conditions proposed by you which are in addition to or which conflict with these Terms of Use are expressly rejected by Mercury and shall be of no force or effect. Any rights not expressly granted by the Websites are reserved to Mercury.

INTELLECTUAL PROPERTY OWNERSHIP

Except as specifically stated, all content and otherwise protectable features of the Websites, including but not limited to any names, logos, trademarks, service marks, brand identities, characters, trade names, graphics, designs, copyrights, trade dress, or other intellectual property appearing in the Websites, and the organization, compilation, look and feel, illustrations, artwork, videos, music, software and other works on the Websites (the “Content”) are owned by Mercury or used with permission or under license from a third party (the “Owner”) and are protected under copyright, trademark and other intellectual property and proprietary rights laws. As between Mercury and you, all right, title and interest in and to the Content will at all times remain with Mercury and/or the Owners. “Mercury Payment Systems,” the “Mercury Payment Systems” logo, and other marks, logos and titles are registered and/or common law trade names, trademarks or service marks of Mercury.

LIMITED LICENSE; RESTRICTIONS ON USE

The use or misuse of any Content, except as provided in the Terms of Use or in the Content, is strictly prohibited. Mercury grants you a non-exclusive, limited, personal, non-transferable, revocable license to access and use the Content, without right to sublicense, under the following conditions: (a) you shall not, without Mercury’s express written consent, distribute text or graphics to others, (b) you shall not, without Mercury’s express written consent, copy and retransmit, disseminate, broadcast, circulate, or otherwise distribute the Content on any other server, or modify or re-use all or part of the Content on this system or any other system, (c) you shall not use any tradename, trademark, or brand name of Mercury in metatags, keywords and/or hidden text, (d) you shall not, without Mercury’s express written consent, (1) copy, distribute, modify, transmit, perform, reuse, re-post, or otherwise display the Content, in whole or in part, for public or commercial purposes, (2) modify, translate, alter or create any derivative works thereof, or (3) commercially exploit the Content, in whole or in part, in any way, (e) you shall not use the Websites, the Content, and/or any portion thereof, in any manner that may give a false or misleading impression, attribution or statement as to Mercury, the Owners, or any third party referenced therein, and (f) you shall use the Content, and/or any services and products on the Websites or accessible via the Websites for lawful purposes only. Any unauthorized use, including, the reproduction, modification, distribution, transmission, republication, or display, of the Content is strictly prohibited. Mercury reserves all other rights. You do not acquire ownership rights to any Content viewed or accessed, and Mercury’s posting of the Content on the Websites does not constitute a waiver of any right in such Content. You shall not alter, remove or obscure any copyright notice, digital watermarks, proprietary legends or any other notice included in the Content. Except as expressly provided herein, nothing on the Websites shall be construed as conferring any license under Mercury’s and/or an Owner’s intellectual property rights, whether by estoppel, implication or otherwise. Notwithstanding anything herein to the contrary, Mercury may revoke any of the foregoing rights and/or your access to the Websites, or any part thereof, including the blocking of your IP Address, at any time without prior notice.

MERCURY ONLINE PRIVACY POLICY

Mercury takes your privacy very seriously. Mercury’s online Privacy Policy is incorporated herein by reference and describes the collection, use, and sharing of certain personally identifiable information that may be provided in connection with the use of the Websites. Please read and understand our Privacy Policy before accessing or using the Websites.

COPYRIGHT INFRINGEMENT POLICY

You shall not use the Websites to transmit, route, provide connections to or store any material that infringes copyrighted works, trademarks or otherwise violates or promotes the violation of the intellectual property rights of Mercury or any third party. Mercury reserves the right, but not the obligation, to terminate your license to use the Websites if it determines in its sole and absolute discretion that you are involved in infringing or other harmful activity, including alleged acts of first-time or repeat infringement, regardless of whether the material or activity is ultimately determined to be infringing. Mercury is committed to respecting and protecting the legal rights of copyright owners. As such, Mercury adheres to the following notice and take down policy, in compliance with Section 512(c)(3) of the Digital Millennium Copyright Act (17 U.S.C. § 512 et seq.) (the “DMCA”). Further, in accordance with Section 230 of the Communications Decency Act (47 U.S.C. § 230) (the “CDA”), Mercury may, in its sole discretion, remove any material that it believes to be defamatory from its systems, including if it becomes aware of such material as a result of information contained in a notice provided pursuant to its DMCA takedown policy. Please note, however, that in electing to do so, Mercury is exercising its rights under the so-called “Good Samaritan” provision of Section 230 of the CDA and is in no way waiving its rights to any protections, rights or immunities provided by the remainder of the CDA or any other Federal or State law.

All claims of alleged infringement or defamation must be submitted to Mercury in a written complaint that complies with the requirements below and is delivered to our designated agent to receive notification of claimed infringement to the following address: Mercury Payment Systems, LLC, Attention: Corporate Compliance, 10 Burnett Court, Suite 300, Durango, CO 81301; email Legal@MercuryPay.com. In addition, any such notice must include the following information: (a) A physical or electronic signature of a person authorized to act on behalf of (1) the owner of an exclusive right that is allegedly infringed or (2) the person defamed; (b) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (c) identification of the material that is claimed to be infringing, to be the subject of infringing activity, or that is claimed to be defamatory and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (d) information reasonably sufficient to permit Mercury to contact you, such as your address, telephone number, and/or electronic mail address; (e) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright or other proprietary right owner, its agent, or the law or that the material is defamatory and why; and (f) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed or on behalf of the person defamed.

MODIFICATIONS AND UPDATES

The information and materials contained on the Websites, and the terms, conditions, prices, descriptions and availability of information that appears, are subject to change without notice to you. This applies as well to these Terms of Use. Mercury may make changes to the services or products available on the Websites or these Terms of Use at any time in its sole discretion. The most current version of these Terms of Use can be reviewed by clicking on the “Terms of Use” link located at the bottom of our Websites. All updates, enhancements, new features and or the addition of additional web properties (in the form of additional web pages or websites) are immediately subject to these Terms of Use. Your continued use of the Websites constitutes your continued acceptance to all such notices, terms and conditions, including these Terms of Use, as modified. Mercury strongly recommends checking the Terms of Use periodically. Unauthorized use of Mercury’s Websites and systems, including but not limited to unauthorized entry into Mercury’s systems, misuse of passwords, or misuse of any information posted on the Websites is strictly prohibited. Not all products and services are available in all geographic areas. Your eligibility for particular products or services is subject to final determination by Mercury or its affiliates.

FURTHER RESTRICTIONS ON USE

Mercury may, in its sole discretion and without notice, deny any person or company access to the Websites or any portion of the Websites. As a condition of your use of the Websites, you will not use the Websites for any purpose that is unlawful or otherwise prohibited by these Terms of Use. You may not use the Websites in any manner that could damage, disable, overburden, or impair any Mercury server or interfere with any other party’s use and enjoyment of the Websites and services offered by the Websites. You may not attempt to gain unauthorized access to Mercury’s or other’s accounts, information, computer systems or networks connected to the Mercury server or to any of the services or products offered via the Websites, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Websites.

The Websites, any portion of the Websites and any software, products or services obtained from the Websites may not be decompiled, disassembled, reverse engineered, uploaded, reproduced, modified, distributed, transmitted, duplicated, copied, sold, resold, displayed, performed, published, licensed, used to create derivative works from, transferred or otherwise exploited for any commercial purpose that is not expressly granted by Mercury. Mercury reserves the right to refuse service, terminate account(s), and/or cancel orders in its discretion, including, without limitation, if Mercury believes that conduct violates applicable law, is harmful to the interests of Mercury or its affiliates or any other reason. Mercury further reserves the right to pursue any legal action available against any user whose use violates the state, federal or local law or these Terms of Use.

LINKS

The Websites may contain links to other websites (“Linked Sites”) controlled or offered by third parties. Linking to such Linked Sites will let you leave the Websites. Unless otherwise indicated, Mercury is not affiliated with any of the Linked Sites. The Linked Sites are not under the control of Mercury and Mercury is not responsible for the contents of any Linked Site, including without limitation, any link contained in a Linked Site, or any changes or updates to a Linked Site. Mercury disclaims liability for any information, materials, products or services posted or offered at any Linked Site. By creating a link to a Linked Site, Mercury does not endorse or recommend any products or services offered or information contained in that Linked Site, nor is Mercury liable for any failure of products or services offered or advertised at the Linked Site. Such third party may have a privacy policy different from that of Mercury and the Linked Site may provide less security than the Websites. Mercury is providing the Linked Sites only as a mere convenience. If you decide to access any Linked Site you do so entirely at your own risk.

Linking to Mercury’s Websites from another website (“Linking Site”) is only allowed under the following conditions. A Linking Site may link to, but not replicate, Mercury’s content. A Linking Site shall not create a frame, browser or border environment to Mercury’s content and a Linking Site shall not imply that Mercury is endorsing it or its products. The Linking Site shall not misrepresent the Linking Site’s relationship with Mercury’s, shall not provide false information about Mercury products or services, and shall not unlawfully use the copyrights or trademarks owned by Mercury or others. Linking Sites shall abide by any and all applicable laws.

ACCESS TO MERCURYVIEW

In order to use certain features of the Websites accessible through MercuryView, you will need a User Name and Password. You may never use another’s User Name and Password without permission.

ACCESS BY CHILDREN

The Websites are not designed for or directed to children under the age of 13 and we ask that children under the age of 13 not submit any personally identifiable information. If you believe a child under the age of 13 has provided personal information to Mercury, please contact our designated DMCA agent immediately.

NO WARRANTY

THE CONTENT AND ALL OTHER INFORMATION AND MATERIALS CONTAINED IN THE WEBSITES, INCLUDING TEXT, GRAPHICS, LINKS OR OTHER ITEMS, ARE PROVIDED “AS IS” AND “AS AVAILABLE”. MERCURY DOES NOT WARRANT THE ACCURACY, ADEQUACY OR COMPLETENESS OF THIS INFORMATION AND MATERIALS AND EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS OR OMISSIONS IN THIS INFORMATION AND MATERIALS. THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED ON THE WEBSITES COULD CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. NO WARRANTY OF ANY KIND, IMPLIED, EXPRESSED OR STATUTORY, INCLUDING BUT NOT LIMITED TO, THE WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS, TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND FREEDOM FROM COMPUTER VIRUS, IS GIVEN IN CONJUNCTION WITH THE INFORMATION AND MATERIALS. MERCURY SHALL HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT ON THE WEBSITES. MERCURY DOES NOT WARRANT THAT THE WEBSITES ARE COMPATIBLE WITH YOUR EQUIPMENT OR THAT THE CONTENT IS FREE FROM ERRORS, VIRUSES, WORMS, TROJAN HORSES, OR ANY OTHER HARMFUL, INVASIVE, OR CORRUPTED FILES, OR THAT THE WEBSITES WILL BE UNINTERRUPTED, SECURE OR ERROR FREE. MERCURY IS NOT LIABLE FOR ANY DAMAGES YOU MAY SUFFER AS A RESULT OF SUCH DESTRUCTIVE FEATURES. SHOULD APPLICABLE LAW NOT PERMIT THE FOREGOING EXCLUSION OF EXPRESS OR IMPLIED WARRANTIES, THEN MERCURY HEREBY GRANTS THE MINIMUM EXPRESS OR IMPLIED WARRANTY REQUIRED BY SUCH APPLICABLE LAW. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MERCURY, ITS EMPLOYEES, AGENTS, SUPPLIERS OR ANY OTHER PERSONS SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS SECTION.

LIMITATION OF LIABILITY

YOUR USE OF THE WEBSITES IS AT YOUR OWN RISK. NEITHER MERCURY, ITS AFFILIATES, NOR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR OTHER REPRESENTATIVES WILL BE LIABLE FOR ANY DAMAGES, WHETHER DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, INCOME, PROFIT OR GOODWILL, LOSS OF OR DAMAGE TO PROPERTY AND CLAIMS OF THIRD PARTIES ARISING OUT OF YOUR ACCESS TO OR USE OF THE WEBSITES OR ARISING OUT OF ANY ACTION TAKEN IN RESPONSE TO OR AS A RESULT OF ANY CONTENT OR OTHER INFORMATION AVAILABLE ON THE WEBSITES, HOWEVER CAUSED, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PROPRIETARY RIGHTS INFRINGEMENT, PRODUCT LIABILITY OR OTHERWISE. THE FOREGOING SHALL APPLY EVEN IF MERCURY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOU BECOME DISSATISFIED IN ANY WAY WITH THE WEBSITES OR THEIR TERMS OF USE OR PRIVACY POLICY, YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP YOUR USE OF THE WEBSITES AND THEIR SERVICES. YOU HEREBY WAIVE ANY AND ALL CLAIMS AGAINST MERCURY AND ITS AFFILIATES, AGENTS, REPRESENTATIVES AND LICENSORS ARISING OUT OF YOUR USE OF THE WEBSITES. BECAUSE SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN TYPES OF DAMAGES, THESE PROVISIONS MAY NOT APPLY TO YOU. IF ANY PORTION OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF MERCURY AND ITS AFFILIATES SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100.) THE LIMITATION OF LIABILITY HEREIN IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN AND REFLECTS A FAIR ALLOCATION OF RISK. THE WEBSITES WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS AND YOU AGREE THAT THE LIMITATIONS AND EXCLUSIONS OF LIABILITY, DISCLAIMERS AND EXCLUSIVE REMEDIES SPECIFIED HEREIN WILL SURVIVE EVEN IF FOUND TO HAVE FAILED IN THEIR ESSENTIAL PURPOSE.

RELEASE AND INDEMNIFICATION

If you have a dispute with one or more users of the Websites, you release Mercury and our affiliates, and our and their respective officers, directors, employees, agents, and other representatives (collectively, the “Released Parties” from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such dispute. You will indemnify and hold the Released Parties harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Use, or your violation of any law or the rights of a third party.

SUBMISSIONS

While Mercury appreciates your interest in Mercury and the Websites, Mercury does not want and cannot accept any ideas or information you consider confidential and/or proprietary. Except with respect to your personally identifiable information (as expressly provided for in the Privacy Policy), all comments, suggestions, ideas, notes, drawings, concepts, or other information disclosed or offered to us by you through the Websites or in response to solicitations on the Websites shall be deemed to be non-confidential and non-proprietary and shall be the exclusive property of Mercury. Mercury shall be free to use, for any purpose, any idea, concepts, know-how or techniques contained in information a visitor to this site provides Mercury through the Websites, without any compensation whatsoever. Mercury shall not be subject to any obligations of confidentiality regarding submitted information.

AVAILABILITY

Unless otherwise specified, the materials on the Websites are presented solely to provide information regarding and to promote Mercury’s services and other products available in the United States, its territories, possessions and protectorates. The Websites are controlled and operated by Mercury from its offices within the state of Colorado, United States of America. By using the Websites, you agree and acknowledge that the Websites are hosted in the United States. Mercury makes no representation that materials on the Websites are appropriate or available for use outside the United States. Those who choose to access the Websites from outside the United States do so on their own initiative and are responsible for compliance with local laws, if and to the extent that local laws are applicable. If you are attempting to access the Websites from a physical location within Canada, the European Union, Asia, or any other region with laws or regulations governing personal data collection, use, and disclosure that differ from United States laws, please be advised that through your continued use of the Websites, which is governed by U.S. law, these Terms of Use, and the Privacy Policy, you are transferring your personal information to the United States and you consent to such transfer. Software from the Websites is further subject to United States export controls. No software from the Websites may be downloaded or otherwise exported or re-exported: (a) into (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria, or any other country to which the U.S. has embargoed goods; (b) to anyone on the U.S. Treasury Department list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders; or (c) any person or entity in any jurisdiction or country where such distribution or use would be contrary to local law or regulation. By using the Websites, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.

GOVERNING LAW

Use of the Websites and the interpretation of these Terms of Use shall be governed by the laws of the United States of America and/or the State of Colorado, United States of America; other than such rules, regulations, case law, and/or international treaties that would result in the application of the laws of a jurisdiction other than the United States or the State of Colorado. Through your use of the Websites, you consent to the application of such laws and the exclusive jurisdiction and venue of the courts of the United States and the State of Colorado in all disputes: (a) arising out of or relating to the Websites and/or these Terms of Use; (b) in which the Websites and/or these Terms of Use is an issue of fact; or (c) in which the Websites and/or these Terms of Use is referenced in a paper filed in such dispute. Both Mercury and you hereby agree that such courts shall have in personam jurisdiction and venue with respect to such party, and each of us hereby submits to the in personam jurisdiction and venue of such courts and waives any objection based on inconvenient forum. A printed version of the Terms of Use and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to the Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

GENERAL

Use of the Websites is unauthorized in any manner that does not give full effect to all provisions of these Terms of Use. No joint venture, partnership, employment or agency relationship exists as a result of these Terms of Use or your use of the Websites.

These Terms of Use constitute the entire agreement between you and Mercury with respect to the Websites and supersede any prior or contemporaneous communications and proposals, whether electronic, oral, or otherwise between you and Mercury with respect to the Websites. No modification of these Terms of Use shall be effective unless agreed to in writing by an authorized officer of Mercury. Any alleged waiver of any breach of these Terms of Use shall not be deemed to be a waiver of any future breach.

CONTACTING US

If you have any questions about these Terms of Use, please contact us at: Legal@MercuryPay.com.