This agreement, including addendums, (collectively referred to as the "Agreement") is between you ("Dealer") and ("Blinds Commerce," alternately as “BlindsCommerce.com”). Read the following terms and conditions before using any software (the "Software") accompanied by this Agreement.

BY PURCHASING OUR SOFTWARE, Dealer EXPRESSLY AGREES TO AND CONSENTS TO BE BOUND BY ALL THE TERMS OF THIS AGREEMENT. If you do not agree to all of the terms of this Agreement, you will not be allowed to access or use any part of the Software.

1. LICENSE AGREEMENT
Blinds Commerce grants to Dealer a non-exclusive license to use the Software, subject to the terms of this Agreement. Blinds Commerce may modify this Agreement at any time without notice and Dealer shall periodically review this Agreement and any other terms and conditions posted at this Web site at a rate not less than once monthly.

2. LICENSE RESTRICTIONS
You may not:
(a) copy the Software;
(d) rent, lease, transfer, sublicense or otherwise transfer rights to the Software unless sold with your company;


3. LIMITATIONS ON USE
You agree that you will use the Software in a manner that complies with all applicable laws in the jurisdictions in which you use the Software. Blinds Commerce assumes no responsibility for the actions by you, the Dealer.

Blinds Commerce is not responsible for claims for losses or damages resulting from any use under any condition. Dealers are responsible for verifying the accuracy of all prices and information contained in software. Dealer is also responsible for maintaining the secrecy and security of their account passwords and other personal security information. Blinds Commerce is not responsible for the unauthorized use of Dealer's account or any losses that may result, of such unauthorized use.

4. LIMITED WARRANTY
Blinds Commerce does not warrant that your use of the Software will be uninterrupted or that the operation of the Software will be error-free or secure. Blinds Commerce does warrant to Dealer that the Software will operate for purposes of normal use for a period sixty (60) days from the date of this Agreement. In the event that this warranty is breached, Blinds Commerce’s only obligation under this Agreement and Dealer's sole remedy is, at Blinds Commerce’s option, to (a) have Blinds Commerce replace your Software with new Software supplied by Blinds Commerce; or (b) terminate this Agreement.

5. LIMITATION OF LIABILITY
The Software is provided "AS IS." THERE ARE NO WARRANTIES OF ANY KIND AS TO THE SOFTWARE'S IMPLIED MERCHANTABILITY OR TO FITNESS FOR A PARTICULAR PURPOSE, EVEN IF BLINDS COMMERCE HAS BEEN ADVISED OF THAT PURPOSE. BLINDS COMMERCE WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE EVEN IF BLINDS COMMERCE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS INCLUDES POSSIBLE PRICING ERRORS FOR PRODUCTS ON DEALERS WEBSITE.

6. HOLD HARMLESS AND REMEDY
You agree to hold harmless, indemnify and defend Blinds Commerce, its officers, directors, employees and contractors, from and against any losses, damages, fines and expenses (including attorneys' fees and costs) resulting from your violation of any of the terms of this Agreement. This includes possible pricing errors for products in the SureQuote™ tool or on dealers LocalCommerce™ website. It is up to each dealer to confirm all pricing manually before placing an order for a customer.

7. YOUR REPRESENTATIONS AND WARRANTIES
You hereby represent and warrant to us as follows:

A. You have read and you understand this Agreement.

B. The execution, delivery and performance by you of this Agreement and the consummation by you of the transactions contemplated hereby will not, with or without the giving of notice, the lapse of time or both, conflict with or violate:

(i) any provision of law, rule or regulation to which you are subject; (ii) any order, judgment or decree applicable to you or binding upon your assets or properties; or (iii) any agreement or other instrument applicable to you or binding upon your assets or properties.

8. SEVERABILITY
If any provision of this Agreement is found by a court of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability will not invalidate or render unenforceable any other part of this Agreement, but the Agreement will be construed as not containing the particular provision or provisions held to be invalid or unenforceable.

ADDENDUM

2. TAXES