SMS181, LLC TERMS AND CONDITIONS OF SERVICE   1.0       DEFINTIONS             1.1       Company:  SMS181, LLC.             1.2       Customer: (a)        any person who uses the Company’s Service; or  (b)        any person with actual or apparent authority to represent that person or to   use the Company’s Service.             1.3       Service:  The Locator Service provided by Company and purchased by Customer.             1.4       Telephone Company:  An entity that furnishes commercial mobile radio service (i.e., mobile phone services). 2.0       APPLICATION OF TERMS AND CONDITIONS OF SERVICE             2.1       General Application.  These Terms and Conditions of Service, including the applicable charges contained herein, constitute Customer’s agreement with Company (“Agreement") for the Service that Customer purchases from Company.  BY USING THE SERVICE, CUSTOMER ACCEPTS AND AGREES TO THESE TERMS AND CONDITIONS.  IF CUSTOMER DOES NOT AGREE WITH COMPANY’S TERMS AND CONDITIONS, DO NOT USE THE SERVICE.              2.2       Changes to Charges, Terms and Conditions.  Company reserves the right to change its Charges or Terms and Conditions at any time. Changes to Service will be posted on Company’s website at www.sms181.com.  Customer may also obtain information on, or request a copy of, the current Terms and Conditions of Service by calling SMS181, LLC’s Customer Service number at (800) 850-5400, or by writing to or visiting SMS181, LLC’s 1000 North West Street, Suite 1200, Wilmington, DE 19801.  CUSTOMER USE OF THE SERVICE CONSTITUTES CUSTOMER AGREEMENT TO COMPANY’S TERMS AND CONDITIONS OF SERVICE, INCLUDING THE APPLICABLE CHARGES, THAT ARE IN EFFECT AT THE TIME CUSTOMER USES THE SERVICE.             2.3       Scope.             This Agreement applies to the Locator Service of Company as described in Company’s website at www.sms181.com.             2.4       Shortage of Facilities.   Service is subject to the availability of suitable facilities. Company reserves the right to limit the length of communications or to discontinue furnishing Service when necessary because of a lack of transmission medium capacity or because of any other causes. 3.         CHARGES AND BILLING FOR SERVICE             3.1       Subscription.  The Locator Service is a monthly subscription Service.  To subscribe to the Service, Customer must reply “Y” when Customer receives a text message regarding the Service.  By subscribing to the Service, Customer agrees to pay for Service at the Charges applicable at the time Customer used the Service and according to the terms of this Agreement, until Customer sends STOP to 41479.             3.3       Cancellation of Service.  To cancel the Locator Service, Customer must text STOP to 41479 from Customer’s mobile handset.  Customer may also cancel the Service by sending an e-mail to service@sms181.com with Subject: Opt Out Request, listing Customer’s mobile phone number.              3.4       Charges for Service.   For the Service, the Customer is charged $9.99 per month for 20 lookups, billed directly to the Customer’s mobile phone bill.  Message and Data Rates May Apply.  Charges will appear on Customer’s mobile phone bill or will be deducted from Customer’s prepaid mobile phone account.             3.5       Renewal.  The Locator Service is a monthly subscription service.  One day before Customer’s renewal date, Company will send Customer a renewal text message.  If Customer wishes to cancel the Service, Customer must reply STOP to that message.  If Customer does not reply STOP to that message, the Service will be renewed the next day.             3.6       Rendering and Payment of Bills.                         A.  Billing periods are monthly.                         B.  The billing date is dependent on the billing cycle of Customer’s mobile phone bill.                         C.  Charges for Service are due and payable upon receipt.                         D.  Company reserves the right to block access to its network from particular phone numbers where any charge for Service to that phone number is not paid in full by the 60th day past the billing date.               3.7       Billing Errors.  If Customer believes that Company has charged Customer in error, please contact SMS181, LLC’s Customer Service at (800) 850-5400 immediately.  If Company determines that a Company charge has been rendered due to its error, an error by Customer’s Telephone Company, or some other cause beyond Customer’s control, Company may correct the error by issuing a credit to Customer’s mobile phone account.             3.8       Refunds.  If Customer believes that Customer has overpaid Company, Customer must submit a claim in writing to Company within 60 days after the claimed overpayment, along with evidence supporting the claim.  If a billing error results in an overbilling or overcharge to Customer, Company may refund the amount overbilled or overcharged by issuing a credit to Customer’s mobile phone account.             3.9       Notice of Billing Errors or Overpayments.  Any claim for billing errors or over payments must be received by the Company within sixty (60) days after the invoice is rendered.  Absent receipt of such notice, any Company charge is deemed correct and binding on the Customer. 4.0       RESTRICTION OF SERVICE             4.1.      Company may immediately and without notice or liability block access to its network from particular mobile phone number where:                         A. Company is experiencing toll fraud, or usage of Service in an amount that is not supported by Customer’s credit;                         B. Company is prohibited from furnishing Service by order of a court or other government authority having jurisdiction;                         C. Customer uses, or attempts to use, the Service in a manner that violates any law or regulation;                         D. Customer provides false information to the Company regarding Customer’s identity, address, credit-worthiness, past or current use of communications Service, or its planned use of the Company’s Service(s);                         E. Customer uses, or attempts to use, the Service with the intent to avoid the payment, either in whole or in part, of the Charges for the Service by:                                     i. Using, or attempting to use, the Service by rearranging, tampering with, or making connections to the Company’s Service not authorized by this Agreement;                                     ii. Using tricks, schemes, false or invalid numbers, false credit devices, electronic devices; or                                     iii. Any other fraudulent means or devices.                         F. Customer places harassing phone calls to Company, including calls in which Customer uses abusive language.             4.2       Customer is responsible for preventing the unauthorized use of the Service, and is responsible for payment for any such unauthorized use.              4.3       Customer may not use the Service for any unlawful purpose, or in such a way as to interfere with the use of Service by others. If Customer fails to comply with this requirement, Customer releases Company from all liabilities or obligations and Customer must pay Company for all costs or damages that Company incurs as a result.              4.4       Customer must not permit or assist others to abuse or fraudulently use Service.             4.5       If Customer uses the Service in any manner that violates this Section, Company may immediately suspend, terminate or block Customer’s access to Service without notice. 5.0       DISPUTE RESOLUTION             5.1       This Section applies to any dispute between Customer and Company arising out of or relating to this Agreement, including any dispute Customer may have regarding the Service, charges for Service, the Terms and Conditions of Service, advertising, or any other dispute that either Customer or Company has that is related to this Agreement, even if the dispute arises after Customer’s Service has terminated.  All disputes must be resolved as described in this Section.  CUSTOMER AGREES THAT ANY DISPUTE WILL NOT BE RESOLVED BY A JUDGE OR JURY IN COURT (EXCEPT FOR SMALL CLAIMS COURT, IF APPLICABLE).  CUSTOMER FURTHER AGREES THAT ANY DISPUTE CUSTOMER MAY HAVE AGAINST COMPANY CANNOT BE JOINED WITH THE DISPUTE OF ANY OTHER PERSON OR ENTITY IN A LAWSUIT, ARBITRATION OR ANY OTHER PROCEEDING, OR RESOLVED ON A CLASS-WIDE BASIS.             5.2       If Customer has a dispute with Company, prior to the filing of a dispute with any adjudicatory body (including arbitration, court or regulatory agency), Customer must first call SMS181, LLC’s Customer Service department at (800) 850-5400 or write to SMS181, LLC Customer Service, Service, P.O. Box 3475, Ponte Vedra Beach, FL 32004, to attempt to resolve Customer’s dispute.  Customer must describe Customer’s dispute and provide Company with any support documentation.  Likewise, if Company has a dispute with Customer, it will notify Customer by letter sent to Customer’s billing address and attempt to resolve the dispute before pursuing arbitration.             5.3       Notice of a dispute as to the charges, terms and/or conditions of Service must be received by Company within sixty (60) days after the bill for Service is rendered.  Absent receipt of such notice, any Company charge, term or condition for Service is deemed correct and binding on the Customer.             5.4       If either party is unable to resolve its dispute within sixty (60) days of notifying the other party of the dispute, either party has the right to take the dispute to small claims court if it qualifies under the rules of that court.  Alternatively, either party may request arbitration of the dispute through the American Arbitration Association (“AAA”).  All disputes related to this Agreement that are not resolved informally or in small claims court, regardless of the legal or equitable theory under which they are brought, must be resolved through final and binding arbitration in accordance with the Federal Arbitration Act, 9 U.S.C. Section 1 et seq.  ANY REQUEST FOR ARBITRATION OF A DISPUTE ARISING OUT OF OR RELATED TO THIS AGREEMENT MUST BE MADE WITH THE AAA WITHIN TWO YEARS OF: (a) THE DATE ON WHICH THE FIRST ACTION OR EVENT GIVING RISE TO THE DISPUTE OCCURRED, OR (b) IF THE DISPUTE INVOLVES CLAIMED OVERCHARGES BY COMPANY, THE DATE THAT COMPANY NOTIFIES CUSTOMER THAT THE CHARGES ARE VALID, WHICHEVER IS LATER.             5.5       The arbitration will be conducted by one arbitrator in accordance with the procedures outlined in this Section.  The arbitrator is bound by the terms of this Agreement in conducting the arbitration and making any award, and may not modify or change its terms.             5.6       If the dispute involves $10,000 or less, the arbitration will be conducted according to the AAA’s Arbitration Rules for the Resolution of Consumer-Related Disputes in effect as of the date that a dispute is submitted to the AAA, as modified by this Agreement.  If the dispute involves more than $10,000, the arbitration will be conducted according to the AAA’s Commercial Arbitration Rules in effect as of the date that a dispute is submitted to the AAA, as modified by this Agreement.  Customer may obtain a copy of the AAA’s arbitration rules and procedures from the local AAA office or by visiting www.adr.org.             5.7       Customer may be represented by an attorney in an arbitration.  If the dispute involves less than $10,000, any in-person arbitration will be held at a location selected by the AAA in the state or area of Customer’s primary residence.  If the dispute involves $10,000 or more, any in-person arbitration will be held at a location selected by the AAA in the state or area of Customer’s primary residence or in Wilmington, DE, at the option of the party filing the demand for arbitration.  Customer and Company agree to keep all aspects of the arbitration confidential, including any testimony, documents, and award, except as may be required by law or to enforce any arbitration award.             5.8       Each party must pay its own expenses associated with any arbitration, including its attorney’s fees.  If Customer files a request for arbitration, Customer will have to pay a filing fee in accordance with the AAA fee schedule.  Under AAA rules, some costs such as the arbitrator’s fees and expenses will be allocated between parties.             5.9       NO DISPUTE MAY BE JOINED WITH ANOTHER LAWSUIT, OR IN AN ARBITRATION WITH A DISPUTE OF ANY OTHER PERSON, OR RESOLVED ON A CLASS-WIDE BASIS.  THE ARBITRATOR MAY NOT AWARD DAMAGES THAT ARE BARRED BY THIS AGREEMENT AND MAY NOT AWARD PUNITIVE DAMAGES OR ATTORNEYS’ FEES UNLESS SUCH DAMAGES OR FEES ARE EXPRESSLY AUTHORIZED BY A STATUTE.  CUSTOMER AND COMPANY BOTH WAIVE ANY CLAIMS FOR AN AWARD OF DAMAGES THAT ARE EXCLUDED UNDER THIS AGREEMENT.             5.10     Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.             5.11     In addition to the procedures described in this Section for resolving a dispute, Customer may also have the right to file a complaint with an appropriate federal regulatory agency.             5.12     If any portion of this Section is determined to be invalid or unenforceable, the remainder of the Section remains in full force and effect. 6.0       LIMITATIONS ON LIABILITY             6.1       The Company shall not be liable to a Customer or third party for any direct, indirect, special, incidental, reliance, consequential, exemplary or punitive damages, including, but not limited to, loss of revenue or profits, for any reason whatsoever, including, but not limited to, any act or omission, failure to perform, delay, interruption, failure to provide any Service or any failure in or breakdown of facilities associated with the Service.             6.2       The liability of the Company for errors in billing that result in overpayment by the Customer shall be limited to a credit equal to the dollar amount erroneously billed or, in the event that payment has been made and Service has been discontinued, to a refund of the amount erroneously billed.             6.3       The Company shall not be liable for any claims for loss or damages involving:       A.  Any act or omission of: (i) the Customer; (ii) any other entity furnishing Service, equipment or facilities for use in conjunction with Service or facilities provided by the Company; or (iii) common carriers or warehousemen;       B.  Any delay or failure of performance or equipment due to causes beyond the Company's control, including but not limited to, acts of God, fires, floods, earthquakes, hurricanes, or other catastrophes; national emergencies, insurrections, riots, wars or other civil commotions; strikes, lockouts, work stoppages or other labor difficulties; criminal actions taken against the Company; unavailability, failure or malfunction of equipment or facilities provided by the Customer or third parties; and any law, order, regulation or other action of any governing authority or agency thereof;       C.  Any unlawful or unauthorized use of the Company's facilities and Service; D.  Libel, slander, invasion of privacy or infringement of patents, trade secrets, or copyrights arising from or in connection with the transmission of communications by means of Company-provided facilities or Service; or by means of the combination of Company-provided facilities or Service with Customer-provided facilities or Service;       E.  Breach in the privacy or security of communications transmitted over the Company's facilities;       F.  Changes in any of the facilities, operations or procedures of the Company that render any equipment, facilities or Service provided by the Customer obsolete, or require modification or alteration of such equipment, facilities or Service, or otherwise affect their use or performance; G.  Defacement of or damage to Customer’s premises resulting from the furnishing of Service;       H.  Injury to property or injury or death to persons, including claims for payments made under Workers' Compensation law or under any plan for employee disability or death benefits, arising out of, or caused by, any act or omission of the Customer, or the construction, installation, maintenance, presence, use or removal of the Customer's facilities or equipment used to access the Company's facilities;       I.  Any intentional, wrongful act of a Company employee when such act is not within the scope of the employee's responsibilities for the Company and/or is not authorized by the Company; J.  Any representations made by Company employees that do not comport, or that are inconsistent, with the provisions of this Agreement;       K.  Any act or omission in connection with 911, E911, or similar Service;       I.  Any non-completion of calls due to network busy conditions; or       J.  Any calls not actually attempted to be completed during any period that Service is unavailable.             6.4       The Company shall be indemnified, defended and held harmless by the Customer or end user from and against any and all claims, loss, demands, suits, expense, or other action or any liability whatsoever, including attorney fees, whether suffered, made, instituted, or asserted by the Customer or by any other party, for any personal injury to or death of any person or persons, and for any loss, damage or destruction of any property, including environmental contamination, whether owned by the Customer or by any other party, caused or claimed to have been caused directly or indirectly by the operation, failure to operate, maintenance, presence, condition, location, use or removal of any Company or Customer equipment or facilities or Service provided by the Company.             6.5       Any claim of whatever nature against the Company shall be deemed conclusively to have been waived unless presented in writing to the Company within sixty (60) days after the date of the occurrence that gave rise to the claim.             6.6       THE COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED EITHER IN FACT OR BY OPERATION OF LAW, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE, EXCEPT THOSE EXPRESSLY SET FORTH HEREIN. 7.0       MISCELANEOUS             7.1       No Waiver of Rights.  If either party fails to enforce any right or remedy under this Agreement, that does not waive the right or remedy for any other breach or failure.             7.2       No Third Party Beneficiaries.  The parties do not extend this Agreement’s benefits to any third party, unless expressly stated in this Agreement.             7.3       Governing Law.  This Agreement and all claims relating to the relationship between the parties are governed by federal law and the laws of the State of Delaware.             7.4       Severability.  If any provision is held to be illegal, or unenforceable, this Agreement’s unaffected provisions will remain in effect.             7.5       Headings of No Force or Effect.  Headings in this Agreement are for reference only and have no effect on any provisions' meaning.             7.6       Assignment.  Customer may not assign this Agreement. Company may assign this Agreement at any time without notice to Customer.             7.7       Notices.  Any notices that Company must give Customer under this Agreement will be made in at least one of the following ways: text message to Customer’s mobile phone number, postcard or letter mailed to the most recent address on Customer’s mobile phone account, bill message, bill insert, e-mail to an address provided by Customer, recorded announcement, posting on the Company website, placing a call to Customer’s billed mobile phone number and speaking to Customer or leaving a message, or via a newspaper ad.             7.8       Entire Agreement. These Terms and Conditions as may be modified by Company from time to time, constitute the entire agreement between Customer and Company. No prior agreements, understanding, statements, proposals or representation, either oral or written, apply. No written or oral statement, advertisement or Service description not expressly contained in this Agreement can be used to alter or supplement its terms. Customer may not rely on any representations or statements not contained in this Agreement.