I. General
Catalina Marketing Corporation (“Catalina Marketing” or “We”) offers the Pointer Media Network™ service (the “Service”) through its web site, http://www.pointermedianetwork.com (the “Site”), to its users (“You,” “User” or “Users”). Catalina Marketing grants You a personal, non-transferable, non-exclusive, revocable and limited license to access and use the Service and the Site, subject to the terms and conditions set forth herein (the “Terms of Service”). Catalina Marketing may change these Terms of Service in the future upon a notice published on-line or otherwise provided by Catalina Marketing. Please check this page periodically for any updates.

BY USING THE SITE THE SERVICE AND SYSTEM, YOU AGREE TO COMPLY WITH AND TO BE LEGALLY BOUND BY THE TERMS OF SERVICE AS PUBLISHED ONLINE OR OTHERWISE AVAILABLE FROM CATALINA MARKETING FROM TIME TO TIME. IF THE TERMS OF SERVICE, THE SERVICE, SYSTEM, OR PRICING IS OR BECOMES UNACCEPTABLE TO YOU, YOUR ONLY RIGHT SHALL BE TO TERMINATE YOUR ACCOUNT IN ACCORDANCE WITH SECTION X.

II. Lawful Use
Catalina Marketing’s Site, the Service and system may only be used for lawful purposes and in a manner that Catalina Marketing believes, in its sole discretion, to be consistent with the rights of Catalina Marketing, other Catalina Marketing Users and third parties. While Catalina Marketing is not responsible for the content, quality or accuracy of data provided by Users, said content must comply with all applicable laws and must not infringe upon the rights of any other Users of Catalina Marketing or third party. The Site, the Service and system may only be used for lawful purposes and consistent with all rights of other parties. You also agree not to deep-link to the Site for any purpose, unless specifically authorized by Catalina Marketing.

Without limiting the foregoing, the Site, the Service and system may not be used: (i) in a manner that would violate any law or infringe upon any copyright, trademark, trade secret, right of publicity, privacy right or any other right of any person or entity; or (ii) for the purpose of transmitting or storing of material which is obscene, libelous or defamatory.

You agree that monetary damages may not provide a sufficient remedy to Catalina Marketing for violations of these Terms of Use and You consent to injunctive or other equitable relief for such violations. Catalina Marketing may release user information about You if required by law or subpoena.

III. Representations By You
By visiting the Site, You represent, warrant and covenant that: (i) You are at least 13 years old; and (ii) all materials of any kind submitted by You to Catalina Marketing through the Site or for inclusion on the Site will not plagiarize, violate or infringe upon the rights of any third party including trade secret, copyright, trademark, trade dress, privacy, patent, or other personal or proprietary rights.

IV. Links and Search Results
The Site may automatically produce search results that reference and/or link to third party sites throughout the World Wide Web. Catalina Marketing has no control over these sites or the content within them. Catalina Marketing does not guarantee, represent or warrant that the content contained in the sites is accurate, legal and/or inoffensive. Catalina Marketing does not endorse the content of any third party site, nor does it make any representation or warranty about these sites, including that they will not contain viruses or otherwise impact Your computer. By using the Site to search for or link to another site, You agree and understand that You may not make any claim against Catalina Marketing for any damages or losses, whatsoever, resulting from Your use of the Site to obtain search results or to link to another site. If You have a problem with a link from the Site, You may notify Us at melanie.pezey@catalinamarketing.com.

V. Intellectual Property
Although Catalina Marketing is not responsible for the content, quality or accuracy of data provided by Users, compilations of such data, text, information and other materials made available to Users through Catalina Marketing’s system and The Site (collectively the “On-line Materials”) are Catalina Marketing’s intellectual property, and are protected by U.S. and international intellectual property laws. The On-line Materials may not be copied or redistributed either in whole or in part without prior written consent of Catalina Marketing, except as expressly and specifically permitted under these Terms of Service.

The On-line Materials are and will remain the exclusive property of Catalina Marketing. All rights, titles and interests in and to the On-line Materials will be and remain vested solely in Catalina Marketing. Under no circumstances will You have any right, directly or indirectly, to own, use, copy, loan, sell, rent, lease, license, sublicense, redistribute, assign or otherwise convey the On-line Materials, or any rights thereto, except as expressly and specifically provided in the Terms of Service. Nothing in these Term of Service will convey to You any right, title or interest, except that of a license with the express rights and subject to all limitations herein. Nothing in these Terms of Service grants You the right, directly or indirectly, to use the On-line Materials to create a product for resale or to use the On-line Materials in any way that competes with Catalina Marketing.

You acknowledge and agree that Catalina Marketing will own all rights, titles and interests in and to any copy, translation, modification, adaptation, derivative work or improvement of the On-line Materials made by or for You. At Catalina Marketing’s request, You must execute, or obtain the execution of, any instrument that may be necessary to assign these rights, titles or interests to Catalina Marketing or perfect these rights, titles or interests in Catalina Marketing’s name.

VI. Copyright Policy
Catalina Marketing may terminate the privileges of any User who uses this Site to unlawfully transmit copyrighted material without a license, express consent, valid defense or fair use exemption to do so. If You submit information to this Site, You warrant that the information does not infringe the copyrights or other rights of third parties.

VII. Scope of Use
A User in good standing may access and use the On-Line Materials subject to limitations provided in these Terms of Service. A User in good standing may download limited portions of the On-line Materials for fixed storage in memory or to make a printout thereof, provided that the amount of such downloaded and/or printed On-line Materials constitutes less than all or substantially all of the On-line Materials, and is not a replication of all or substantially all of the On-line Materials (the “Accessed Materials”). Such Accessed Materials: (i) must be used by You only; (ii) may not cumulatively amount to all or substantially all of the On-line Materials; and (iii) may not be stored in an archive or other searchable database. You may not engage in or permit the automated, regular, or systemic collection or accumulation of the On-line Materials.

A User in good standing may quote Accessed Materials, on an occasional and irregular basis, either orally or in the User’s internal and external documents. However, You must attribute such provision of quotes (whether orally, internally or externally) to Catalina Marketing as the source, and may not have the purpose or effect of eliminating the recipient’s need to use services offered by Catalina Marketing.

VIII. Changes to Service
The Service and Catalina Marketing’s system are expected to change from time to time. Catalina Marketing reserves the right to change the Service, including any feature of the Service, or the system without notice.

IX. Payment Terms
Notwithstanding any free-trial offer that Catalina Marketing may offer at its sole discretion, a User must pay fees per Catalina Marketing’s rate schedule in effect from time to time as a condition to obtaining access to the Service and system. A User is solely responsible for any sales taxes, use taxes or other taxes. If the payment method is by credit or debit card and payment is not received by Catalina Marketing from the card issuer or its agents, You must agree to pay all amounts due upon demand by Catalina Marketing. Rate changes will be effective when published on-line or otherwise provided to Users. Payment terms of monthly fees are net 30 days. Payments not made within 45 days of billing date are considered delinquent. Delinquent accounts are subject to immediate suspension and/or termination without notice. Monthly charges will not be pro-rated.

X. Termination and Suspension
Either You or Catalina Marketing may, at the sole discretion of either party, terminate Your account at any time with or without reason. WHILE CATALINA MARKETING DOES NOT GUARANTEE THE QUALITY OR RELIABILITY OF USERS USING THE SITE OR THE SITE, WE EXPECT ALL USERS TO ABIDE BY CERTAIN INDUSTRY-WIDE PROFESSIONAL STANDARDS. FAILURE OF USERS TO FOLLOW THESE STANDARDS MAY RESULT IN TERMINATION OF YOUR USER PRIVILEGES. Catalina Marketing also may, at its sole discretion, suspend Your account at any time with or without reason. TERMINATION OR SUSPENSION DOES NOT RELEASE YOUR LIABILITY FOR CHARGES DUE AND PAYABLE TO CATALINA MARKETING. Catalina Marketing may delete all data, files or other information that is stored in Your account upon termination. The obligations set forth in Sections III, V, VII, XI, XII, and XIII will survive termination of the Terms of Service.

XI. No Warranty; Limitation of Liability
USE OF THE SERVICE AND SYSTEM AND THE INTERNET IN GENERAL IS AT USER’S SOLE RISK. CATALINA MARKETING DOES NOT WARRANT THAT THE SERVICE AND SYSTEM WILL BE UNINTERRUPTED, ERROR FREE, FREE FROM UNAUTHORIZED INTRUSION, OR THAT CATALINA MARKETING’S SERVICES OR SYSTEM WILL MEET ANY PARTICULAR CRITERIA OF PERFORMANCE OR QUALITY; NOR DOES CATALINA MARKETING MAKE ANY WARRANTY AS TO THE RESULTS OR INFORMATION OBTAINED FROM USE OF THE SERVICE OR SYSTEM OR THE INTERNET IN GENERAL. THE SERVICE AND SYSTEM ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, COMPATIBILITY, SECURITY OR ACCURACY, ALL OF WHICH WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED EXCEPT TO THE EXTENT ANY WARRANTY CANNOT BE DISCLAIMED UNDER APPLICABLE LAW. UNDER NO CIRCUMSTANCES SHALL CATALINA MARKETING BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS. WITHOUT LIMITING THE FOREGOING, CATALINA MARKETING WILL NOT BE LIABLE FOR DAMAGES RESULTING FROM THE USE OR INABILITY TO USE ALL OR ANY PART OF CATALINA MARKETING’S SYSTEM OR THE SERVICE, RELIANCE BY ANY PERSON ON INFORMATION OBTAINED THROUGH CATALINA MARKETING’S SERVICE OR THE INTERNET, DELETION OR LOSS OF FILES OR E-MAIL, VIRUSES, ANY DELAY OR FAILURE OF PERFORMANCE, OR UNAUTHORIZED ACCESS TO RECORDS OR FILES. SOME JURISDICTIONS DO NOT ALLOW IMPLIED WARRANTIES TO BE EXCLUDED OR MODIFIED OR LIABILITY TO BE LIMITED, SO NOT ALL OF THE ABOVE LIMITATIONS MAY APPLY TO EVERY USER.

XII. Indemnity
You agree to indemnify and hold Catalina Marketing, its subsidiaries, affiliates, officers, agents and other partners and employees, harmless from any loss, liability, claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of or relating to Your use of the Site, including also Your use of the Site to provide a link to another site or to upload content or other information to the Site, Your use of the Service or system, or Your breach of the Terms of Use.

XIII. License Granted by You
By providing materials to Catalina Marketing, including by submitting or uploading content or materials for use on the Site, You represent and warrant that You have, or the owner of all rights to such content, trademarks, or materials has, expressly granted Catalina Marketing an irrevocable world-wide right in all languages and in perpetuity to use and exploit all or any part of the content, trademarks, and materials provided by You. This includes all intellectual property rights including, but not limited to all patent, trademark, copyright, moral rights, or any other right to use or display confidential, proprietary or other information. Catalina Marketing may publish and distribute any such submitted content or materials at its sole discretion by any method now existing or later developed. You agree that You now waive and will waive all claims, and have no recourse against Catalina Marketing for any alleged or actual infringement or misappropriation of any proprietary rights in any communication, content or material submitted to Catalina Marketing.

XIV. Advertising
The Site may contain advertisement and/or sponsorships. The advertisers and/or sponsors that provide these advertisements and sponsorships are solely responsible for insuring that the materials submitted for inclusion on the Site are accurate and comply with all applicable laws. Catalina Marketing is not responsible for the acts or omissions, of any advertiser or sponsor.

XV. Non-Transferability
Your account and right to use the Service and system is not transferable without prior written consent of Catalina Marketing. You agree to protect Your password and account and to keep them secure from unauthorized users and use.

XVI. Electronic Messages
Catalina Marketing generally treats electronic messages as private. Exceptions are those permitted by law, including under the Electronic Communications Privacy Act of 1986 (the “ECPA”). The ECPA grants Catalina Marketing limited ability to legally intercept and/or disclose electronic messages, including, for example: (i) as necessary to operate the system or to protect Catalina Marketing’s rights or property; (ii) upon legal demand (e.g., court orders, warrants, subpoenas); or (iii) where Catalina Marketing inadvertently receives information which appears to pertain to commission of a crime. You should be aware that electronic messages may be intercepted lawfully or unlawfully outside of Catalina Marketing’s system. IN ADDITION, ALTHOUGH CATALINA MARKETING HAS IMPLEMENTED CERTAIN SECURITY MEASURES, CATALINA MARKETING CANNOT GUARANTY THAT THE SYSTEM OR STORED DATA OF A USER WILL BE FREE FROM UNAUTHORIZED INTRUSION OR OTHERWISE GUARANTY THE PRIVACY OF INFORMATION OF ANY USER.

XVII. Interpretation
These Terms of Service supersede all other written and oral communications or agreements with regard to the subject matters discussed in these Terms of Service. A waiver or modification of these Terms of Service will only be effective if made in writing signed by an authorized officer of Catalina Marketing. These Terms of Service will be governed by and construed in accordance with the laws of the State of Florida without regard to choice or conflict of law principles. Any legal action or proceeding arising under or relating to the Terms of Service will be brought in the federal or state courts in the County of Pinellas, in the State of Florida, and the parties hereby consent to personal jurisdiction and venue therein.

XVIII. Severability
If any provision of the Terms of Service is held to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force and effect.

XIX. Headings
Section titles in the Terms of Service are for convenience and do not define, limit, or extend any provision of the Terms of Service.

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