Last Revised: October 12, 2005.

IMPORTANT - READ CAREFULLY: These Terms of Use (the "Terms") are an agreement between you (a "User") and PayNet, Inc., ("PayNet"), for the use of this Website (the “Website”) and of PayNet’s products and services. Use of this Website and of PayNet’s products and services is subject to User’s agreement to these Terms, User’s compliance with all applicable laws and regulations, and indicates User’s agreement to be bound by these Terms on User’s behalf or on behalf of the entity that User represents. Use of PayNet’s products and services on this Website or elsewhere is also subject to the User’s PayNet Agreement (the “PayNet Agreement”) which is hereby incorporated herein. Please carefully review our Privacy Policy which is also hereby incorporated herein.

1. Website Use. This Website provides information about PayNet and its products, and facilitates the purchase of PayNet products on the Website. All products on this Website are available for delivery only within the United States. All prices are quoted in U.S. Dollars and are valid and effective only in the United States. Use of this Website and of PayNet’s products and services is limited to legitimate purposes. User agrees to defend, indemnify, and hold harmless PayNet, its corporate partners, and their affiliates and related entities and their respective directors, officers, shareholders, employees, and agents from and against all claims, losses, damages, liabilities, and costs (including but not limited to reasonable attorneys’ fees and court costs), arising out of or relating to User’s breach of these Terms or User’s access to or use of this Website. User agrees not to republish, reproduce, sell, resell, distribute (through linking or framing or otherwise) or make any commercial use of the Website or its content. Any access or attempt to access other areas of PayNet’s computer systems or other information contained on such systems for any purposes is strictly prohibited. User agrees not to interfere, in any way, with use of or access to this Website, or take any action that imposes an unreasonable or disproportionately large load on the Website infrastructure. PayNet reserves the right to report any activity that it suspects violates any law or regulation and disclose any information to appropriate law enforcement officials, regulators, or other appropriate third parties. Any recommendations made by User for the improvement of this Website shall be the sole property of PayNet.

2. Product Use. User shall use the Payment History Data and Payment History Reports (each as defined in the PayNet Agreement), and any other products or services (collectively, “Products”) provided to User by PayNet, for the sole purpose of evaluating the credit worthiness of potential borrowers, and may not use the Payment History Data and, Payment History Reports or Products for any advertising, marketing or other commercial purposes, or share or otherwise disclose Payment History Data and/or Payment History Reports and/or Products to any third party. User shall be solely responsible for its use of the Payment History Data and, Payment History Reports, or Products, in making credit decisions. As a condition of User’s use of the Payment History Data, Payment History Reports, and Products, User agrees to use commercially reasonable efforts to provide PayNet, on an on going basis in the manner described in the PayNet Agreement, with all Member Information (as defined in the PayNet Agreement) obtained by User, and, in any event, shall at all times provide PayNet with the majority of such Member Information.

3. Changes; Termination. PayNet may modify these Terms which shall be effective immediately upon posting to this Website. Use of this Website or of PayNet’s products and services after any such modifications shall constitute User’s agreement to such modifications, so please review these Terms periodically. PayNet reserves the right to modify or discontinue, temporarily or permanently, this Website, and any products or product specifications, and PayNet shall not be liable to User or to any third party for any modification, suspension or discontinuance of this Website or any products.

4. Website Content. The content on this Website may contain errors, omissions, or typographical errors or may be out of date and is provided for informational purposes only and is not binding on PayNet in any way except as otherwise expressly agreed to in writing by PayNet. Links and references to other websites are provided for convenience only; are not operated, controlled, or maintained by PayNet; do not constitute sponsorship, endorsement, or approval by PayNet; and PayNet is not responsible for the availability, content, policies, or practices of such websites. User accesses them at User’s own risk.

5. Disclaimer Of Warranty. THIS WEBSITE AND ALL WEBSITE CONTENT IS PROVIDED TO USER "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. Please note that some jurisdictions may not allow the exclusion of implied warranties, so some of the above exclusions may not apply to User. User acknowledges and agrees that the only warranties on any products available on this Website shall be the warranties in the PayNet Agreement, if any.

6. Limitation Of Liability. UNDER NO CIRCUMSTANCES WILL PayNet BE LIABLE TO USER OR ANY OTHER ENTITY OR PERSON FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE, OR OTHER LEGAL THEORY, ARISING IN ANY WAY OUT OF OR IN ANY WAY RELATED TO, ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THIS WEBSITE OR ANY OTHER INTERNET WEBSITE OR THE CONTENTS OF THIS WEBSITE OR ANY OTHER INTERNET WEBSITE, INCLUDING BUT NOT LIMITED TO LOST PROFITS, SALES, OR GOODWILL, BUSINESS INTERRUPTION, OR LOSS OF PROGRAMS OR OTHER DATA ON COMPUTER SYSTEMS OR OTHERWISE, EVEN IF PayNet IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. USER AGREES THAT USER’S ONLY REMEDY FOR ANY USE OF OR DISSATISFACTION WITH THIS WEBSITE SHALL BE TO DISCONTINUE USE OF THIS WEBSITE.

7. Ownership. PayNet shall retain all rights, title and interest in and to, embodied in or associated with this Website and its content, Payment History Data, Payment History Reports, and Products, and any intellectual property rights therein including, but not limited to, all worldwide patent, trademark, copyright and trade secret rights. User shall own all Member Information and PayNet shall be permitted to use such Member Information to provide its services to Member and other subscribers of PayNet’s services. User hereby authorizes PayNet to include the Member Information in PayNet’s database and to use, modify, reformat, interpolate, and create derivative works of, such Member Information in connection with PayNet’s conduct of its business, including, but not limited to, in connection with PayNet’s development, marketing, sale, and distribution, to User and third parties of Payment History Data, Payment History Reports, analytic tools, batch services, scoring models, and other Products that may incorporate such Member Information. Unless otherwise noted, the trademarks, logos, and service marks used on this Website are owned by PayNet or by third parties that have licensed their use to PayNet. User may make a single copy of a Website page for personal non-commercial use provided that any copy made contains all copyright notices, trademark legends, or other proprietary rights notices. Other use of these marks or Website content, except as specifically permitted in these Terms or in a writing signed by PayNet, is strictly prohibited. Elements of this Website are protected by trade dress, copyright, trademark, unfair competition, and other state and federal laws and, except as expressly permitted herein, may not be copied or imitated in whole or in part by any means, including but not limited to, the use of framing or mirrors. User shall not store electronically any significant portion of this Website.

8. Miscellaneous. These Terms, the PayNet Agreement and the Privacy Policy constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to such subject matter. If there is a conflict in terms, the terms of the PayNet Agreement will control over the Terms of Use, and the Terms of Use will control over the Privacy Policy. These Terms may be waived only in writing signed by an authorized representative of PayNet. No waiver by PayNet of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. Any unlawful or unenforceable provision shall be severable from the other provisions hereunder and shall not affect the validity and enforceability of any other provisions. Use of this Website shall not be construed as PayNet’s purposeful availment of the privilege or benefits of doing business in any state or legal jurisdiction other than the State of Illinois, United States of America. These Terms shall be governed by and construed in accordance with the laws of the State of Illinois, without regard to its conflicts or choice of laws principles. In any dispute arising hereunder or otherwise connected with this Website or these Terms, the parties hereto consent exclusively to personal jurisdiction in the applicable federal or state courts located in the State of Illinois and User waives any claim that venue is improper for any reason in these courts.