By submitting an order for an On-line Ad ("On-line Ad") to be placed on Klippy.Com. You, Your heirs, assigns, parent or subsidiary companies, agents, any other authorized parties or parties representing to Klippy, Inc. to be authorized on Your behalf (collectively referred to as, "You" or "Your") agree to the following terms and conditions: 1. If You submit an order for an On-line Ad, You agree to pay Klippy, Inc. or its designee the final amount shown at the end of this submission form ("Submission Form") via a valid credit card, check, or cash. The terms and conditions related to Your payment for Your On-line Ad contained in additional terms and conditions set forth by credit card issuer and set forth on this Submission Form are herein incorporated by this reference. The term of this Agreement will start immediately after Your On-line Ad is created and full payment is received and will terminate immediately after the term of this Agreement. You will have the option of renewing Your On-line Ad at anytime after Your On-line Ad has expired. You acknowledge that Klippy, Inc. pricing for the On-line Ad services described herein may change at any time during the term of this Agreement. Should these prices so change, You will be charged the new price upon renewal of Your On-line Ad. 2. Upon receipt of Your payment, Klippy, Inc. sole responsibility under this Agreement is to place Your On-line Ad on Klippy.Com according to the placement information set forth by You in the Submission Form, subject to the review and approval of Your proposed On-line Ad by Klippy, Inc., in its sole discretion. You acknowledge that Klippy, Inc. retains total discretion regarding any other placement or content details regarding Your On-line Ad. Klippy, Inc., in its sole discretion, may elect not to place Your On-line Ad on Klippy.Com for any reason whatsoever, including, but not limited to content that is deemed by Klippy, Inc. to be sexually explicit or suggestive, violent, illegal, immoral or otherwise not in accordance with the values, standards and policies of Klippy, Inc. Klippy, Inc. strictly prohibits the use of HTML coding in the creation of Your On-line Ad with the only exception to the <br> tag. Should Klippy, Inc. be unable to initially approve and therefore display Your proposed On-line Ad, for any of the reasons, it will notify you and note what needs to be changed for Klippy, Inc. to approve and place your ad online. In the event You are unable or unwilling to modify the ad so that it is acceptable to Klippy, Inc., Klippy, Inc. will refund any payment received. Should You elect to modify, alter or change Your On-line Ad in any way after initial approval, Klippy, Inc. will have the right to once again approve/disapprove Your modified, altered or changed On-line Ad. You acknowledge that Klippy, Inc will not display Your proposed On-line Ad on Klippy.Com until final approval. Should Klippy, Inc. be unable to approve and therefore display Your altered On-line Ad, for any reason, it will notify you and note what needs to be changed for Klippy, Inc. to approve and place your ad online. In the event You are unable or unwilling to modify the ad so that it is acceptable to Klippy, Inc. you acknowledge that Klippy, Inc. will not provide any refund for monies You have paid should Your edited On-line Ad not be approved. 3. Klippy, Inc. has no obligation to provide any creative, design, technical or production services to You and the nature and extent of any such services which Klippy, Inc. may provide to You will be determined by Klippy, Inc. in its sole discretion. 4. Klippy, Inc. will use reasonable efforts to place Your On-line Ad onto Klippy.Com within two (2) business days after receipt of Your payment to Klippy, Inc. Following Your alteration or edit to the ad, Klippy, Inc. will use reasonable efforts to approve and re-place Your On-line Ad onto Klippy.Com within two (2) business days after receipt of the altered ad, Should Your On-line Ad be placed on Klippy.Com after this time, Your sole remedy will be an extension of the expiration date of Your On-line Ad and the term of Your order equal to the number of days beyond the normally scheduled two (2) business days to place Your On-line Ad on Klippy.Com. This remedy only applies to delays created by Klippy, Inc. and does not include periods of any length required to make changes to ads that are not approved. 5. You are solely responsible for any legal liability arising out of or relating to Your respective service(s) and any content accessible to users of Your service(s) contemplated or arising from the downloading and use of Your On-line Ad. You represent and warrant that You hold the necessary rights to permit the use of Your service(s) and redemption of Your On-line Ad and that the use, reproduction, distribution or transmission and redemption of Your On-line Ad will not violate any criminal or common law, any statutory rights or any rights of any third parties, including, but not limited to, such violations as infringement or misappropriation of any copyright, patent, trademark, trade secret, music, image or other proprietary or property right, false advertising, unfair competition, defamation, invasion of privacy or right of celebrity, violation of any anti-discrimination law or regulation, violation of any state or federal decency or obscenity law or regulation or any other right of any person or entity. You agree to defend, indemnify and hold harmless Klippy, Inc., its successors, assigns, subsidiaries, agents, officers, Directors, employees, attorneys, accountants, affiliates, distributors, and franchisees ("Releasees") from and against any and all liability, loss, damages, claims or causes of action, lawsuits and expenses of any kind, including reasonable legal fees and expenses that may be incurred by Klippy, Inc. (including in-house attorneys' fees) in defending any such action, arising out of or related to a Your breach of any of the foregoing representations and warranties or any other terms and conditions in this Agreement. 6. You acknowledge that all information You provide in the Submission Form may be used by Klippy, Inc. in its sole discretion, unless otherwise prohibited by law. 7. All copyrights to templates, artwork and graphics used to create Your On-line Ad and other template or other original content located on Klippy.Com shall remain the sole property of Klippy, Inc. or its licensors. Accordingly, except for any rights You may have in Your trade name, You acknowledge that You retain no exclusive copyright or other intellectual property rights in the components used to create Your On-line Ad or in the completed On-line Ad You create. Should You own any such trademark or other rights in Your trade name, You hereby grant Klippy, Inc. a non-exclusive, worldwide license to market display, license, distribute, reproduce, transmit, perform, and promote Your On-line Ad and the products or services contained therein through Klippy.Com and use any of Your trademarks, trade names and service marks in connection with this Agreement. 8. Klippy, Inc. may assign or make available any rights or delegate any duties under this Agreement to any party. Your rights, duties, and obligations under this Agreement are not transferable. 9. KLIPPY, INC. MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND AND KLIPPY, INC. HEREBY SPECIFICALLY DISCLAIMS ANY, REPRESENTATIONS OR WARRANTIES, EXPRESS OR, IMPLIED, REGARDING KLIPPY.COM OR ANY REDEMPTION OF ANY KIND YOU MAY OR MAY NOT RECEIVE OF YOUR ON-LINE AD, INCLUDING, BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR ANY IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. YOU ACKNOWLEDGE THAT KLIPPY, INC. HAS NOT MADE ANY SUCH EXPRESS OR IMPLIED WARRANTIES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, KLIPPY, INC. SPECIFICALLY DISCLAIMS ANY WARRANTY REGARDING (I) THE NUMBER OF PERSONS THAT WILL ACCESS OR "CLICK THROUGH" TO YOUR ON-LINE AD (II) ANY BENEFIT THAT YOU MIGHT OBTAIN FROM INCLUDING YOUR ON-LINE AD ON KLIPPY.COM (III) OR THE FUNCTIONALITY OF KLIPPY.COM WITH RESPECT TO YOUR ON-LINE AD. 10. UNDER NO CIRCUMSTANCES SHALL KLIPPY, INC. BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES OF ANY NATURE, EVEN IF SUCH PARTY SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING FROM THE USE OR INABILITY TO USE KLIPPY.COM OR FROM ANY OTHER ASPECT OF THE RELATIONSHIP PROVIDED FOR BY THIS AGREEMENT, SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS. KLIPPY, INC. SHALL NOT BE LIABLE TO YOU UNDER THE AGREEMENT FOR MORE THAN THE AMOUNTS PAID TO KLIPPY, INC. BY YOU HEREUNDER. 11. The parties to this Agreement are independent contractors. There is no relationship of agency, partnership, joint venture, employment or franchise between the parties in any way. Neither party nor its employees has the authority to bind or commit the other party in any way, or to incur any obligation on its behalf. 12. This Agreement, coupled with the Payment Terms and Conditions, set forth the complete and exclusive agreement between the parties with respect to the subject matter hereof, and supersedes all prior oral and written understandings, communications or agreements not specifically incorporated herein. This Agreement may not be modified except in a writing duly signed by You and Klippy, Inc. 13. This Agreement shall be interpreted, construed and enforced in accordance of the laws of the State of Indiana, without regard to its conflict of laws provisions. You hereby irrevocably consent to the exclusive jurisdiction of the courts of Porter County, Indiana and the federal courts therein in connection with any action arising under this Agreement. 14. In the event any provision of this Agreement is held invalid by a court with jurisdiction over the parties to the Agreement, the remaining provisions of this Agreement shall remain in full force and effect. 15. You may terminate this Agreement at any time. Any fees paid are not refundable, except as set forth in paragraph 2 above. 16. Klippy, Inc. will not be liable for delay or default in the performance of its obligations under this Agreement if such delay or default is caused by conditions beyond its reasonable control, including, but not limited to, fire, flood, accident, earthquakes, telecommunications line failures, storm, acts of war, riot, government interference, strikes and/or walk-outs. 17. Each party represents and warrants that (i) such party has all necessary right, power and authority to enter into this Agreement; and (ii) nothing contained in this Agreement or in such party's performance hereunder will place such party in breach of any other contract or agreement to which it is a party. If You fail to abide by any of the above terms and conditions after initial approval of Your On-line Ad, Klippy, Inc. will terminate this Agreement immediately and immediately remove Your On-line Ad from Klippy.Com. Klippy, Inc. will not be obligated to provide any refund whatsoever of any monies You have paid after Your initial approval.