iPayText ACTIVATION & USER AGREEMENT

Terms last modified: October, 2007

The IPayText Service is provided by iVisionMobile, Inc. located at 14210 Dickens Street, Suite 10, Sherman Oaks, CA  91423 (“iPayText”)

This IPayText Activation and User Agreement (this "Agreement") is a legal Agreement between you and IPayText which governs the use of a "IPayText Account" to make purchases of goods and services and otherwise transact using the IPayText services. PLEASE READ THE TERMS OF THIS AGREEMENT CAREFULLY BEFORE REGISTERING FOR YOUR IPAYTEXT ACCOUNT.

YOUR CLICKING ON THE BUTTON MARKED "I AGREE. CREATE MY ACCOUNT" AND/OR USE OF THE IPAYTEXT SERVICE INDICATES YOUR ACKNOWLEDGMENT THAT YOU HAVE READ AND ACCEPTED THESE THE TERMS OF THE IPAYTEXT ACTIVATION AND USER AGREEMENT. IF YOU DON'T AGREE TO THE TERMS OF THIS AGREEMENT, YOU SHOULD NOT CLICK "SUBMIT" OR SIGNUP FOR IPAYTEXT OR USE YOUR IPAYTEXT ACCOUNT.

An IPayText Account will enable you to purchase goods and participate in services with your IPayText text messaging enabled mobile device. You set up your IPayText Account by completing the registration page below, using credit card account information provided by you. Your mobile phone must be able to send and receive SMS messages (text messages) to participate in IPayText mobile commerce campaigns and promotions.

IPayText will send and receive text messages to and from the mobile phone number you provided in your registration. You are responsible for any and all costs for your mobile phone use, including text messaging costs. You represent that you are the authorized user of the mobile phone you use to sign up for the IPayText Account and are authorized to approve the applicable charges.

IPayText discloses certain personally identifiable information to third parties for processing order and product fulfillment (i.e., packing, shipping and delivering your purchases). IPayText may also share your personally identifiable information to provide delivery status updates. Certain registration information may also be provided to the merchant whose product you are purchasing and/or the media property from which you made the purchase. However, you will not receive any marketing text messages unless you specifically elect to receive them. See our Privacy Policy for more details.

By clicking "I AGREE. CREATE MY ACCOUNT" below, and/or by your purchase of goods or services using your IPayText Account, you acknowledge that you have read and agree to the terms of IPayText's Privacy Policy and this IPayText Activation and User Agreement.

1. By providing your credit card information, you represent and warrant to IPayText that: you are at least 18 years old, a US resident, and can enter into legally binding contracts. Minors may not make purchases using IPayText.
   
   
2. For purposes of security, when you register for an account, you will create a unique mobile PIN code that will be used for authentication during mobile purchasing. Additionally, you will be responsible for creating a secret password that will be used to access your online IPayText Account. For security purposes, when you register for your IPayText Account, we may also verify your credit or bank card number, billing address and other relevant information with your credit or bank card issuer prior to you conducting a transaction.
   
   
3. You are responsible for ensuring the security and confidentiality of these security PIN and password codes (your "Codes"). You are responsible for purchases made using the Codes and that any SMS activity engaged in using the Codes initiated by the mobile number you specified in during registration will be deemed to have been engaged in by you.
   
   
4. You agree to use your IPayText Account only in accordance with this Agreement. You also agree not to use your IPayText Account to: (a) violate IPayText's security; or (b) attempt to access information that you are not authorized to access or to utilize another user's account name or security codes without authorization from that user, or (c) in any other manner that is prohibited by any merchant or IPayText policy, or any law or regulation, including U.S. export control laws.
   
   
5. The information you have provided to IPayText is accurate and complete. You agree to promptly update this information if and when it becomes inaccurate. You will promptly report to IPayText any violation of this Agreement or IPayText's policies by merchants or other IPayText accountholders.
   
   
6. Your IPayText Account is subject to any conditions established by IPayText and this Agreement. Your IPayText Account is for your sole, personal use, you may not authorize others to use your Account. IPayText may assign, sell or otherwise transfer this Agreement, or the IPayText Services without Your consent.
   
   
7. You are not located in, under the control of, or a national or resident of any country which is listed as a "Specially Designated National", or is found on the Commerce Department's Table of Denial Orders, or to which the United States has embargoed goods.
   
   
8. IPayText uses industry-standard encryption technologies when transferring and receiving data exchanged with you, your cellular provider, and the cellular network generally and any merchants or other parties. Although IPayText uses industry standard encryption technology, IPayText cannot guarantee the security of any data transmitted over the Internet or any wireless network. Because IPayText cannot fully ensure the security of any information during the transmission process, your transmission of such information is done at your own risk.
   
   
9. IPayText may accept as correct, accurate, and complete, without any further inquiry, all information, data, materials, orders, charges and other records delivered, supplied or made available to IPayText by you or any merchant or otherwise at your direction or under your authority. IPayText shall have no responsibility or liability for any error, inadequacy or omission which results from inaccurate or incomplete information, data, materials, orders, charges or other records provided to IPayText by you or at your direction or under your authority.
   
   
10. IPayText owns and retains trademarks, code and other proprietary rights, including in software, its services, accounts and business. The IPayText website contains copyrighted material, trademarks, and other proprietary information of IPayText, its licensors and licensees. Except for that information which is in the public domain or for which you have been given permission, you agree not to copy, modify, publish, transmit, distribute, perform, display, or sell any such proprietary information. No license is granted to you by virtue of having a IPayText Account.
    
    
11. The terms of this Agreement become effective upon clicking "I AGREE. CREATE MY ACCOUNT" below. IPayText has the right to add or delete terms, or otherwise modify this Agreement from time to time, as follows: (a) Additions, deletions or modifications are effective immediately upon either a posting to the IPayText website, or upon notice to your email account or a text message to the mobile phone number provided by you in your registration, except that important modifications to your rights and responsibilities shall be posted on the IPayText Home Page http://www.iPayText.com and effective three days after the posting. (b) Your continued use of the Code to access your IPayText Account and purchase goods and services via your mobile phone following the posting of any addition, deletion or other modification to this Agreement on http://www.iPayText.com, shall be conclusively deemed your acceptance of all such additions, deletions or other modification(s). (c) If you do not accept these additions, deletions or other modifications to this Agreement, or any policies or practices of IPayText, your only remedy is to terminate this Agreement and your IPayText Account by delivering notice to IPayText at help@iPayText.com. Such notice will be effective upon receipt by IPayText, and will not effect any prior use of your IPayText Account, or any prior purchases thereunder. (d) You agree to check www.IPayText.com regularly for additions, deletions or modifications to this Agreement. IPayText shall not be held responsible for any loss to you or otherwise caused by your not checking for additions, deletions or modifications to this Agreement.
    
    (a) Additions, deletions or modifications are effective immediately upon either a posting to the IPayText website, or upon notice to your email account or a text message to the mobile phone number provided by you in your registration, except that important modifications to your rights and responsibilities shall be posted on the IPayText Home Page http://www.iPayText.com and effective three days after the posting.

• IPayText may suspend or terminate your use of a IPayText Account if it believes, in its sole and absolute discretion, that you breached this Agreement or any IPayText policy.
  
  
• YOUR IPAYTEXT ACCOUNT IS PROVIDED "AS IS". IPAYTEXT SPECIFICALLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO: (A) YOUR IPAYTEXT ACCOUNT OR ITS USE AND AVAILABILITY; (B) ANY INFORMATION OR PRODUCTS OBTAINED OR DERIVED THROUGH USE OF YOUR IPAYTEXT ACCOUNT; (C) YOUR MOBILE PHONE SERVICE, OR ANY TRANSMISSION OF DATA OVER YOUR MOBILE PHONE OR VIA IPAYTEXT OR ANY MERCHANT.
  
  
• Your IPayText Account is affected by many factors, including software or your telecommunications services, which are not by their nature error free or uninterrupted. Your IPayText Account may also be suspended or unavailable because of disruption in telecommunication services, power outages, natural disasters, terrorism or similar occurrences which result in a disruption in services. IPayText makes no warranty that your use of IPayText will be error-free, uninterrupted, timely or that you will be satisfied with the products or services your purchase using your IPayText Account. IPayText is not liable for any losses suffered by you or others as a result of suspensions, or other disruptions in service.
  
  
• YOU AGREE TO INDEMNIFY AND HOLD HARMLESS IPAYTEXT, AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, OWNERS, EMPLOYEES, AGENTS, OR PARTNERS, FROM AND AGAINST ANY AND ALL LOSSES, DAMAGES, COSTS AND EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES) INCURRED BY IPAYTEXT ARISING OUT OF ANY USE OR MISUSE OF YOUR IPAYTEXT ACCOUNT OR VIOLATION OF THIS AGREEMENT.
  
  
• TO THE FULLEST EXTENT ALLOWED UNDER APPLICABLE LAW, IPAYTEXT, ITS MERCHANTS OR AFFILIATES ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING THOSE THAT MAY RESULT FROM OR ARISE OUT OF (A) YOUR IPAYTEXT ACCOUNT OR THE USE OR AVAILABILITY THEREOF, (B) ANY PRODUCTS OR SERVICES OBTAINED VIA YOUR IPAYTEXT ACCOUNT, OR (C) ANY LOSS OR DISRUPTION OF YOUR MOBILE PHONE SERVICE OR LOSS OR DISCLOSURE OR THEFT OF DATA. SOME JURISDICTIONS MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF INCIDENTAL, CONSEQUENTIAL OR OTHER TYPES OF DAMAGES, AND IF YOU RESIDE IN SUCH A JURISDICTION, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
  
  
• The laws of the State of California USA shall govern the construction and interpretation of this Agreement and Your rights and the rights of IPayText and its suppliers, partners and merchants. You agree that any controversy or claim that arises out of or relates to your use of the IPayText Services shall be settled by binding confidential arbitration before a single arbitrator to be held in Los Angeles, CA, in accordance with the commercial arbitration rules of the American Arbitration Association. The arbitrator may enter a judgment upon the award in any court having jurisdiction. Any award rendered by the arbitrator may include costs against you or IPayText. The arbitrator has no power or authority to award special, punitive, or multiple damages against you or against IPayText. Notwithstanding anything to the contrary in this Agreement or otherwise, IPayText may at any time seek an injunction or other forms of equitable relief from any court of competent jurisdiction either during or outside any pending arbitration.
  
  
• You agree that regardless of any statute or law to the contrary, any claim relating to your IPayText Account, or this Agreement, must be commenced within one year after such claim arose or it is forever barred.
  
  
• This Agreement represents the entire agreement of you and IPayText with respect to your use of a IPayText Account. If any one or more of the provisions contained in this Agreement shall for any reason, be held to be invalid, illegal, or unenforceable, such invalidity, illegality, or unenforceability shall not affect any other provisions hereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein.