@ Spinfish Web(R)
@SPINFISH WEB

AGREEMENT GOVERNING USE OF BEELINER SURVEY SOFTWARE
Thank you for registering with ROG, Inc., trading as “@Spinfish Web”, to use our online customizable survey services (the “Online Services”). This agreement (the “Agreement”) sets forth the terms and conditions under which we make the Online Services available to you (“you”, or the “Permitted User”). By clicking the check-box indicating your acceptance of this Agreement or by using the Online Services, you are indicating that you accept this Agreement on your own behalf or, if you are acting within the scope of your employment, on behalf of your employer. You should read this Agreement carefully. If you do not agree with its terms, you may not use the Online Services.

Grant of License
As consideration for payment of the applicable fees specified on your registration form and subject to the terms and conditions of this Agreement, @ Spinfish Web grants you, the Permitted User, a non-transferable, non-exclusive license to access and use the Online Services from our website (www.beelinersurveys.com) for the purpose of customizing and running online surveys.

Conditions
You may not copy, modify, publicly perform or display or make derivative works of the Online Services, except as expressly permitted herein. You shall use the Online Services strictly in compliance with all applicable laws. Without limitation, you may not use the Online Services to send unsolicited email to any third party in breach of any law. You may not in any way interfere with or impair the operation of the @Spinfish Web website nor allow any third party to do so, and you may not reverse engineer, decompile or otherwise deconstruct the Online Services. Your access and use will be password protected, and you are not permitted to give your password to third parties for the purpose of enabling them to access or use the Online Services or otherwise allow any third party to access or use the Online Services. You, the Permitted User, assume responsibility for the selection and use of the Online Services to achieve your intended results and for the results obtained from such use.

Ownership of Intellectual Property
@Spinfish Web owns and shall retain all intellectual property rights, including without limitation all patent, copyright, trademark and service mark rights, in and to the Online Services and the software used to operate it. You acquire no ownership rights in the Online Services or such software as a result of this Agreement. @Spinfish Web reserves all rights not expressly granted to you by this Agreement.

Right to Terminate
@Spinfish Web may terminate your access and use privileges at any time, with or without notice to you, if you fail to make payments when due or if you fail to abide by any of the terms and conditions of this Agreement.

Limited Warranty and Exclusion of Implied Warranties
@Spinfish Web warrants that, during the period of your subscription to the Online Services, the Online Services will conform substantially to their description as set forth on our website. If the Online Services fail to meet this warranty, you shall promptly notify @Spinfish Web. @Spinfish Web’s sole and exclusive liability, and your sole and exclusive remedy, for any such breach shall be that @Spinfish Web shall remedy the deficiency in the Online Services at no additional cost to you, or in the event that @Spinfish Web is unable to do so, to refund the amount paid by you for the period during which the breach took place.

EXCEPT AS SET FORTH IN THE ABOVE LIMITED WARRANTY, THE ONLINE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. @SPINFISH WEB DOES NOT WARRANT THAT THE DATA OR FUNCTIONS CONTAINED IN OR PROVIDED BY THE ONLINE SERVICES OR THE RESULTS OF THEIR USE WILL MEET YOUR REQUIREMENTS OR ARE ACCURATE AND COMPLETE OR THAT THE OPERATION OF THE ONLINE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE. YOU ACKNOWLEDGE THAT THE AVAILABILITY OF THE ONLINE SERVICES MAY BE SUSPENDED FROM TIME TO TIME FOR PERIODIC MAINTENANCE.

SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.

Limitations of Liability
IN NO EVENT WILL @SPINFISH WEB BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, LOST SAVINGS, COSTS OF RECOVERY OF LOST DATA, OR LOST EFFICIENCIES, ARISING FROM YOUR USE OF OR INABILITY TO USE THE ONLINE SERVICES OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

@SPINFISH WEB’S MAXIMUM AGGREGATE LIABILITY FOR ANY AND ALL DAMAGES ARISING IN CONNECTION WITH THIS AGREEMENT SHALL BE THE AMOUNT PAID TO @SPINFISH WEB FOR THE ONLINE SERVICES PROVIDED TO YOU.

Modification
This Agreement may be modified only by an agreement in writing signed by us or by an agreement that is entered into in the same manner as that in which you have manifested your assent to this Agreement. This Agreement shall be governed by the laws of The Commonwealth of Massachusetts, without giving effect to conflict of laws provisions thereof. Each party explicitly agrees to that any disputes arising in connection with this Agreement shall be heard in the state or federal courts located in Middlesex County, Massachusetts.

Entire Agreement
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY IT. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF OUR AGREEMENT AND SUPERSEDES ALL PROPOSALS OR PRIOR AGREEMENTS, ORAL OR WRITTEN, AND ALL OTHER COMMUNICATIONS BETWEEN US RELATING TO THE ONLINE SERVICES.

Miscellaneous
This Agreement and the rights granted herein may not be assign or transferred to any third party, whether by operation of law or otherwise, without the prior written consent of @Spinfish Web. Any such assignment or transfer without consent shall be void. @Spinfish Web shall not be liable for any failure arising in connection with this Agreement to the extent such failure arises from factors outside our reasonable control. Any notices in connection with this Agreement may be sent by email or post and shall be effective 24 hours after dispatch (if sent by email) or three business days after posting (if sent by post). If to you, such notices may be sent to the address given by you on registration. If to @Spinfish Web, such notices may be sent to Spinfish Web, 5 Upland Road, Cambridge, MA 02140 USA.

If you agree with these Terms and Conditions, check the "accept" box on the sign-up form and your registration will be confirmed. By checking the "accept" box, you are manifesting your intent to be bound by these Terms and Conditions and are reconfirming the truth, accuracy, and completeness of your registration.