1. Acceptance of Terms
SOLVEIT, INC., INC., dba "JOYSHARE.COM" ("JOYSHARE.COM") provides you with access to on-line resources, content and software (the "Service(s)") via its World Wide Web site (the "Site"), subject to the following terms and conditions ("Terms"). The Terms may be amended by JOYSHARE.COM from time to time without notice to you. By using the Service, you agree to the Terms, if you do not agree, you may not use the Service. The most current version of the Terms is available at: www.joyshare.com/terms_and_conditions.aspx. In addition, use of particular Services may be subject to additional terms and conditions which will be available in connection with such Service. Unless otherwise agreed to in writing between you and JOYSHARE.COM, the Terms, as amended, shall govern your use of the Site and all Services.

2. Registration; Passwords and Security
In order to use certain Services, JOYSHARE.COM requires that you register. In registering, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the applicable registration form(s) and (b) maintain and promptly update the information. If you provide any information that is untrue, inaccurate, not current or incomplete, or JOYSHARE.COM has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, JOYSHARE.COM has the right to refuse any and all current or future use of the Service (or any portion thereof) by you. During the registration process, you will designate a user name and password. You are responsible for maintaining the confidentiality of the user name and password, and are responsible for all activities that occur under your user name and password, whether or not authorized by you. JOYSHARE.COM will not be liable for any loss or damage arising from your failure to comply with this Section 2.

3. JOYSHARE.COM Privacy Policy
Information that you provide to JOYSHARE.COM via the Site is subject to our Privacy Policy. For more information, please read our full privacy policy at www.joyshare.com/privacy_policy.aspx.

4. Rules for and Limitations on Use of Services
JOYSHARE.COM may establish rules for and limitations on use of the Service. JOYSHARE.COM reserves the right to change these rules and limitations at any time, in its sole discretion, with or without notice. JOYSHARE.COM may modify or discontinue, temporarily or permanently, the Service (or any part thereof) and may remove content from the Service, with or without notice to you. JOYSHARE.COM will not be liable to you or to any third party for any modification or discontinuance of the Service or removal of content from the Service. You may not reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service. Information provided by JOYSHARE.COM is not warranted to be accurate or complete, and will not constitute a warranty or representation by JOYSHARE.COM.

5. User Content
Certain areas of the Site allow users/third parties to upload and post content (collectively, "User Content"). You, understand and expressly agree that JOYSHARE.COM assumes no responsibility or liability for any User Content and that you are solely and entirely responsible for any Content you provide on the Site. By uploading and posting User Content on the Site, you warrant that: (a) you are the owner of such Content or have been granted by the owner all the rights necessary to submit such Content to JOYSHARE.COM; and (b) such Content will not infringe the intellectual property rights of or otherwise violate the rights of any third party. JOYSHARE.COM does not control the User Content you post and as such assumes no responsibility for the accuracy, integrity or quality of such User Content. JOYSHARE.COM reserves the right to remove any User Content on the Site at any time and for any reason. JOYSHARE.COM is not responsible if the User Content you post contains errors or omissions; is offensive, objectionable, defamatory or otherwise violate any intellectual property right or any other proprietary right of a third party; or for loss or damage of any kind incurred as a result of such User Content.

6. Online Conduct
You agree to comply with all applicable treaties, laws, rules and regulations. You agree to not use the Service or Site to:

• upload, post, email or otherwise transmit any User Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
• harm minors in any way;
• impersonate any person or entity, including, but not limited to, a JOYSHARE.COM official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
• forge headers or otherwise manipulate identifiers in order to disguise the origin of any User Content transmitted through the Site or Service;
• upload, post, email or otherwise transmit any User Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
• upload, post, email or otherwise transmit any User Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
• upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail", "spam", "chain letters", "pyramid schemes", or any other form of solicitation;
• upload, post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
• interfere with or disrupt the Site or Service or servers or networks connected to the Site or Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Site or Service;
• "stalk" or otherwise harass another;
• collect or store personal data about other users; or
• attempt to gain unauthorized access to the Service, other accounts, computer systems or networks connected to the Service.

7. Termination
JOYSHARE.COM, in its sole discretion, may terminate your use of the Service for any reason without prior notice including, without limitation: (i) if you have breached these Terms; (ii) if JOYSHARE.COM is unable to verify or authenticate any information you have provided to JOYSHARE.COM; (iii) if JOYSHARE.COM believes that you have violated or acted inconsistently with the letter or spirit of the Terms; (iv) for lack of use of a free Service; or (v) if a free trial period has expired without your registration. You acknowledge and agree that JOYSHARE.COM may immediately deactivate or delete your user account and all related information and files in your user account and/or bar any further access to the Service. JOYSHARE.COM will not be liable to you or any third-party for any termination of your access to the Service.

8. Dealings with JOYSHARE.COM's Affiliates
Your dealings with other entities promoted on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such other entity. You agree that JOYSHARE.COM shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the promotion of such other entities on the Service.

9. Links
The Service may provide links to other World Wide Web sites or resources. JOYSHARE.COM has no control over or responsibility for such sites and resources. You agree that JOYSHARE.COM is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. JOYSHARE.COM provides these links to you only as a convenience and inclusion of any link does not imply endorsement of the site.

10. JOYSHARE.COM's Propriety Rights and Limited Licenses
You acknowledge and agree that the Service and any content used in connection with the Service, including any software accessible through the Site (collectively �Content�) contain proprietary and confidential information that is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. As between you and JOYSHARE.COM, JOYSHARE.COM shall own all right, title and interest in and to the Service and the Content, subject only to the express licenses granted herein. Except as expressly authorized by JOYSHARE.COM, you may not modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Content, in whole or in part.

11. Indemnity
You agree to indemnify, defend and hold harmless JOYSHARE.COM, its affiliates, officers, directors, employees, consultants and agents from any and all claims, liability, damages and/or costs (including without limitation attorneys' fees and legal costs) arising out of or related to any User Content that you upload or post on the Site, including, but not limited to, any third party claim that the User Content (or any part thereof) you uploaded or posted infringes any copyright, trademark, tradename or patent rights of a third party, defames or invades any right of publicity or privacy, or otherwise infringes any other proprietary right; or otherwise arising out of or related to your use of the Service or your violation of the Terms.

12. Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
   (a)  YOUR USE OF THE SERVICE AND THE SOFTWARE IS AT YOUR SOLE RISK. THE SERVICE AND THE SOFTWARE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. JOYSHARE.COM EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

  (b)  JOYSHARE.COM MAKES NO WARRANTY THAT (i) THE SERVICE AND THE SOFTWARE WILL MEET YOUR EXPECTATIONS, (ii) THE SERVICE AND THE SOFTWARE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR (iii) ANY ERRORS IN THE SERVICE OR SOFTWARE WILL BE CORRECTED.

  (c)  ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

13. Limitation of Liability
YOU AGREE THAT JOYSHARE.COM SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF JOYSHARE.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE AND/OR THE SOFTWARE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM THE SERVICE AND/OR THE SOFTWARE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR ACCOUNT BY ANYONE OTHER THAN JOYSHARE.COM; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, THEREFORE, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 12 AND 13 MAY NOT APPLY TO YOU.

14. Trademark Information
JOYSHARE.COM and the JOYSHARE.COM logo and other JOYSHARE.COM product and service names are trademarks of JOYSHARE.COM (the "JOYSHARE.COM Marks"). Without JOYSHARE.COM's prior permission, you agree not to display or use in any manner, the JOYSHARE.COM Marks.

15. International Use
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Without limiting the generality of the foregoing, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.

16. Notices
Notices to you may be made via either email or regular mail. The Service may also provide notices of changes to the Terms or other matters by displaying notices or links to notices to you generally on the Service.

17. General Information
The Terms constitute the entire agreement between you and JOYSHARE.COM and govern your use of the Service, superceding any prior agreements between you and JOYSHARE.COM. You also may be subject to additional terms and conditions that are applicable to certain Services. The Terms and the relationship between you and JOYSHARE.COM shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and JOYSHARE.COM agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Alameda , California . The failure of JOYSHARE.COM to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect. You may not assign the Terms or any of your rights or obligations under the Terms without JOYSHARE.COM's express written consent. The Terms inure to the benefit of JOYSHARE.COM's successors, assigns and licensees. The section titles in the Terms are for convenience only and have no legal or contractual effect.