I. Definitions

For purposes of this agreement:

• Bean Counting and Perceptus Solutions Inc. may be collectively and interchangeably be referred to as "The Company".
• A registered user, and all registered users collectively, of Perceptus Solutions Inc. may be referred to as "Member" and "Members" respectively.

Disclaimer of Warranties and Indemnification
The Company provides software and processes and support for conducting physical inventory scans, but makes no implied or express warranties about the reliability of the software, our website, or related services. The Company is not responsible for any deletion, alteration, or loss of data, or results due to network or system outages, file corruption, accidental deletion, incompatibilities or any other reasons. The Company makes no guarantees as to program reliability, speed, or consistency, and cannot be held liable for such.

1. Users are responsible for regularly monitoring and creating backups of their own files, and agree to use The Company resources and infrastructure at their own risk. This service is provided on an "as is" basis without warranties of any kind, either expressed or implied. Neither The Company nor its partners makes any warranty with respect to any content, information, services, or products provided through or in conjunction with this service.
2. The Company and its partners make no guarantee of the accuracy, correctness, or completeness of any information on these web pages, software, databases, or results and are not responsible for any errors or omissions arising from the use of such information; any failures, delays, or interruptions in the delivery of any content or services contained on our servers; or losses or damages arising from the use of the content or services provided by The Company.
3. The Company and its parent company reserves the right to include traffic generated by all web sites it hosts in its overall accounting of page views, unique users, and other usage measures. This includes providing web traffic measurement companies with all URLs hosted by The Company for use in their projection of The Company and the parent company's overall traffic.
4. The Company may also link to or include on its web site resources and information provided by 3rd party partners and providers. We do not guarantee the reliability of this information, nor does the inclusion of this information imply our recommendation of these services; it is merely provided to assist you in the creation of your web site and provide added value to our service.
5. You agree to indemnify The Company and its partners against any and all claims and expenses, including attorneys' fees, arising from the your use of this service. This expressly includes your responsibility for any and all liability arising from the violation or infringement of proprietary rights or copyrights and any libellous or unlawful material contained within your survey or web site.

Limitation of Liability
To the fullest extent permissible pursuant to applicable law, neither The Company nor any parent entities, subsidiaries, affiliates, officers or employees shall be liable for any direct, indirect, special, incidental, consequential or punitive damages arising out of member's access to, use of, inability to use, or reliance on the service or any surveys, survey responses or survey results, even if advised of the possibility of such damages. If Member is dissatisfied with the service, the materials available on or through the service or the site, or with any of the Terms of Agreement, Member's sole and exclusive remedy is to discontinue using the service and leave the site immediately.

Privacy
Perceptus Solutions Inc. is committed to its policy of protecting the privacy and confidential information of the Members. The Company will not sell any Members' information nor any Members' survey and response data to third parties without prior permission from the Members in question.

Other rules and guidelines

1. Each user is responsible for installing the software and regularly backing up any related data.

Modification to Services Provided; Terms of Agreement
Member acknowledges and agrees that Perceptus Solutions Inc. may, with or without notice, modify, delete, or amend the Services and/or Site provided hereunder. Further, Member acknowledges and agrees that Perceptus Solutions Inc. may further modify, delete or amend the Terms of Agreement from time to time, including charging a fee or fees for some services. In either event, Perceptus Solutions Inc. will notify Member of any modification in fees by email. If Member does not accept the modification, deletion or amendment, Member must terminate Member's membership at that time. Any and all use of the Site or the Services by Member after the notice is posted shall be deemed to be acceptance of the modification, deletion or amendment (as well as all other terms and conditions) to the Services, Site or Terms of Agreement

Last modified 9 November, 2004.