BPSC Company

Benefit Plan Systems LLC

Terms Of Use

1. Acceptance of Terms of Use.The Terms of Use is a legal agreement between you (either as an individual or any other legal entity) ("you" or "Your") and Benefit Plan Systems LLC (BPS-LLC). Your access to, and use of the BPS-LLC website ("Site) is subject to and governed by these Terms of Use. You must carefully read and understand all the rights and restrictions in these Terms of Use. By accessing the Site, you confirm your agreement to and acceptance of these terms. BPS-LLC reserves the right to update the Terms of Use at any time without notice to you.

Last Updated:February 1, 2010.

2. Access. To use this Site, you need the equipment necessary to connect to the World Wide Web ("WWW"), and the connection necessary to access the WWW. You are responsible for any fees associated with such connection or access (such as those charged by an Internet Service Provider (ISP). You agree to provide accurate and complete information when prompted to do so and maintain and update such information to keep it accurate and complete. Access to certain areas of this Site, such as the customer only area, is limited to currently paid Annual Extended Support customers. Access to these areas is provided at the sole discretion of BPS-LLC. If you do not agree to these Terms of Use, do not use this Site. Any use of the Site is at the sole risk of the user.

3. Description of the Site. This site is used for marketing, customer service and technical support.

4. Privacy. Your privacy is very important to us. Any information provided by you in connection with your use of this Site will be governed by the provisions of the BPS-LLC Privacy Policy, which are incorporated into these Terms of Use by this reference.

5. User ID and Password. Certain parts of this Site are password protected and available only to Extended Support Customers. You are responsible for keeping your User ID and Password confidential. You should memorize the User ID and Password and not share it with others. You are responsible for all activity occurring through the use of your User ID and Password. You agree to notify BPS-LLC of any actual or suspected unauthorized use of your User ID or Password. BPS-LLC will not be responsible for any loss whatsoever arising from the misappropriation of your User ID or Password by a third party.

6. Intellectual Property and Rights to Access Site.

6.1 Trademark Notices. All trademarks, service marks, trade names and logos contained in the Site are the property of their respective owners.

7. Modifications to Terms of Use; Additional Terms. The Terms of Use may be revised at any time. Any modifications shall be effective upon the earlier of the posting of the modified Terms of Use on the Site, or direct email notification of the changes to you. You agree to review these Terms of Use periodically. Your continued use of the Site shall be deemed your acceptance of the modified Terms of Use.

8. Failure to Comply with Terms of Use. You acknowledge and agree that your access and use of the Site may be suspended or terminated in whole or in part, and without prior notice, if you engage in any conduct that: (a) violates any terms or provisions of these Terms of Use, (b) violates the rights of BPS-LLC or third parties, (c) or is otherwise inappropriate for continued access and/or use of the Site.

9. Security. Reasonable security procedures are used on the Site. Electronic communications have an inherent risk when information is transmitted via the Internet. No guarantee or warranty is made that the Site or related systems is free from hackers and/or viruses, or that information provided by you will not be intercepted or otherwise surreptitiously obtained. You hereby acknowledge and understand that such risk is inherent when interacting with any website, including this Site, and take full responsibility for any harm or damage that occurs due to such breach in security.

10. Disclaimer. THIS SITE, INCLUDING WITHOUT LIMITATION, THE CONTENT AND OTHER MATERIALS CONTAINED IN OR ACCESSIBLE THROUGH THIS SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT WITH RESPECT TO ALL SUCH MATERIALS ARE DISCLAIMED. NO WARRANTY IS MADE THAT THIS SITE OR ITS CONTENT OR SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE SITE OR CONTENT WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. NO WARRANTY IS MADE CONCERNING THE ACCURACY OF THE INFORMATION CONTAINED ON THIS SITE, OR THE QUALITY OF ANY SERVICES AVAILABLE THROUGH THE SITE. NO REPRESENTATION OR WARRANTY IS MADE THAT THIS SITE OR ITS SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

IN STATES WHICH RESTRICT OR DO NOT ALLOW THE ABOVE LIMITATIONS OR LIABILITY, THE ABOVE LIMITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED UNDER THE LAW.

11. Limitation of Liability. YOU UNDERSTAND THAT IN NO EVENT WILL BPSC OR ITS MANAGERS, MEMBERS, OFFICERS, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, OR AGENTS BE LIABLE FOR ANY DIRECT, CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, WHETHER IN AN ACTION UNDER CONTRACT, NEGLIGENCE OR ANY OTHER THEORY, ARISING OUR OF :(A) YOUR USE OR INABILITY TO USE THE SITE, OR (B) YOUR RELIANCE ON ANY SERVICES OR CONTENT PROVIDED BY THE SITE; EVEN IF ANY OF SUCH PARTIES HAS BEEN ADVISEDOF THE POSSIBILITY OF SUCH DAMAGES. ALSO, IN NO EVENT WILL ANY OF THE ABOVE IDENTIFIED PARTIES IN THIS SECTION BE LIABLE TO YOU FOR AN AMOUNT GREATER THAN $100 (USD).

IN STATES WHICH RESTRICT OR DO NOT ALLOW THE ABOVE LIMITATIONS OF LIABILITY, THE ABOVE LIMITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED UNDER THE LAW.

12. Miscellaneous. These Terms of Use (and any additional statements expressly incorporated into these Terms of Use that you enter into) constitute the entire agreement with respect to your use of and access to the Site, and these Terms of Use replace all prior or contemporaneous understandings or agreements, written or oral, regarding your use of and access to the Site. If any provision of these Terms of Use is found invalid or unenforceable, that provision shall be enforced to the maximum extent possible, and the remaining provisons of these Terms of Use shall remain in full force and effect.