Revised May 31, 2006

ALLIVIA TERMS AND CONDITIONS OF SERVICE

PLEASE READ THE FOLLOWING AGREEMENT CAREFULLY. ACCESS OR USE OF SERVICE IS SUBJECT TO THESE TERMS AND CONDITIONS OF SERVICE. YOU ARE NOT OTHERWISE AUTHORIZED TO ACCESS OR USE THIS SERVICE AT ANY TIME IN ANY MANNER WHATSOEVER AND MUST IMMEDIATELY DISCONTINUE ACCESS OR USE.

OVERVIEW AND REPRESENTATION

Allivia.com website is provided by Allivia, Inc. ("Allivia") and is solely intended as an educational, entertainment and informational service for personal and non-commercial use only. The website, including any and all communications, content, data, downloads, information, links, offerings, opinions, products, services or other materials whether contained in or provided through this website or transmitted by email ("Service"), is intended for use only by United States resident citizens twenty-one (21) years and older, and is subject to these Allivia Terms and Conditions of Service ("Agreement"). Service is not intended to be made available to any person in any jurisdiction which would contravene any applicable laws or regulations. By accessing or using Service, you affirm that you are a United States resident citizen years or older; that you have legal capacity to enter into this Agreement; that you will not use rights granted by this Agreement for any illegal purpose; that you are satisfied that accessing or using Service is not prohibited by, nor will it contravene, any applicable laws or regulations in any such jurisdiction applicable to you, and that you shall not make the Service available to any such unintended party; and that you will access and use Service only in the manner set forth in this Agreement, including subsequent to termination. Your initial access or use of Service affirms that you have read, understand and accept the terms and conditions of this Agreement. Your subsequent access or use of Service shall, in each and every instance, constiute your consent to be bound by the terms and conditions of this Agreement, or as may be from time to time amended by Allivia, to permit any such subsequent or continuing use.

ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between you and Allivia and supercedes all previous agreements. Allivia LINKING POLICY and PRIVACY POLICY, which, together with this Agreement, are available at Allivia.com, are hereby referenced and incorporated in this Agreement. Allivia reserves all rights to modify this Agreement from time to time in its sole discretion without prior notice to you. The posting of any revised Agreement on the Allivia website shall constitute notice of any such modifications, which shall be effective immediately and thereafter. You shall be responsible for regular review of this Agreement and any revision thereof. No other electronic, oral or written communications or representations may otherwise modify this Agreement without the express written consent of Allivia.

Service is produced from sources believed to be reliable, but is provided "AS IS" and "AS AVAILABLE" without warranty of any kind, express, implied or statutory. Service is not warranted by Allivia, or any affiliate, information provider, licensor, service provider, supplier or other party, for fitness or suitability of a particular purpose, for which determination you shall rely on professional advice independent of Allivia prior to and subsequent to any access or use of Service; nor is Service guaranteed for accuracy, appropriateness, availability, completeness, continuation, delivery, legality, merchantability, negligence, non-infringement, omissions, operability, reliability, timeliness or usefulness to you or any other party; nor is Service warranted against errors, indecency, misappropriaton, profanity, obscenity, offensiveness, unauthorized access, use or misuse, unwelcome modification, malicious software code or any other adverse actions or circumstances, which may be damaging, harmful or objectionable, whether intentional or unintentional; nor is Service warranted against any emotional, mental, physical or other personal condition, including without limitation, any disability, discomfort, distress, injury, malady, sickness, or trauma therefrom.

ACCESS AND LICENSE

Allivia grants you a personal license to access or use Service on a non-transferable and non-exclusive basis, and only during the term of this Agreement. You agree to access or use Service only through the interface provided by Allivia.com, or as otherwise expressly permitted in this Agreement, at your sole risk. You shall access or use Service manually, without use of any automated methodology. You shall be responsible for any acquisiton of, maintainance of or payment for devices, equipment, services or software you require for access or use. Allivia shall not be responsible in any manner whatsoever for the availability, compatibility, functionality or reliability of your devices, equipment or software, or of power sources, telephone lines, wireless service, or other intermediary service you employ for access or use; nor for unauthorized access, use or misuse; nor is any access, use or misuse warranted against any emotional, mental, physical or other personal condition, including without limitation, any disability, discomfort, distress, injury, malady, sickness, or trauma therefrom. Allivia reserves the right to discontinue, prohibit or suspend access or use, or cease operation, at any time without prior notice, and to require you to promptly destroy or return any Service property obtained by you. You shall provide proper notice to any third party subsequently accessing or using Service directly, indirectly or otherwise, through you, that access or use requires such party to consent to the terms and conditions of this Agreement. You shall notify Allivia promptly after learning of any unauthorized access, use or misuse of Service by any party, and shall provide such notice to support@allivia.com.

EXTERNAL WEBSITES

Allivia has not been advised, nor does Allivia represent, that any external, advertising, link, or website source approves, endorses, guarantees or warrants Allivia Service. Although Allivia may receive referral fees or other remuneration in connection with such sources, Allivia does not approve, endorse, guarantee, or warrant content, conduct, performance, product or service from any advertisement, link or external source in any manner whatsoever. You shall be solely responsible for reading, understanding, agreeing to and complying with terms and conditions for use or other terms of service required by any external website. You shall not rely on, nor hold responsible, Allivia for the access, use or misuse, accuracy, appropriateness, availability, completeness, delivery, legality, malicious software code, merchantibility, misappropriaton, negligence, non-infringement, offensiveness, omissions, operability, reliability, suitability, timeliness, unwelcome modification, usefulness or adverse actions or circumstances, of any such links or external sources; nor, without limitation, any related advertising, conduct, content, data, errors, indeceny, information, obscenity, opinion, privacy policy, products, profanity, security, or services; nor any emotional, mental, physical or other personal condition, including without limitation, any disability, distress, injury, malady, sickness, or trauma therefrom.

COPYRIGHT, PROPRIETARY RIGHTS, SERVICE MARKS, TRADEMARKS, TRADE SECRETS AND OTHER INTELLECTUAL PROPERTY

Service, including without limitation, analytics, arrangement, compilation, goods, graphics, HTML code, images, layout, logos, scripting code, software code, service, text, and all other work product, constitutes intellectual property ("Material") protected by copyright, service mark, trademark, trade secrets or other proprietary rights law, which shall be the exclusive property of Allivia, or when obtained from an external source, of that third party provider. Allivia, or any such third party provider, reserves all respective rights. You shall use Service Material for personal, non-commercial purposes only to the extent provided by "fair use" under the "Copyright Act of 1976," or as may be amended from time to time, provided you: a) include all copyright and other proprietary rights notices; b) include original source attribution; c) include, for Service Material that is the exclusive property of Allivia, the phrase "Source: Allivia.com"; and d) obtain any permission required from any source external to Allivia.com. You shall not otherwise adapt, alter, archive, broadcast, cache, circulate, commercially exploit, copy, create a derivative work from, display, disseminate, frame, lease, license, mirror, publish, reproduce, sell, store, sublicense, transmit or otherwise make available or use, in whole or in part, Service Material without prior written permission from Allivia, and/or where applicable, any third party provider. You shall submit requests by email to support@allivia.com. You shall notify Allivia promptly after learning of any claim that Service Material infringes upon any copyright or other intellectual property rights, and shall provide such notice to support@allivia.com.

By submitting material to Allivia, you grant, unless you simultaneously indicate otherwise, Allivia an irrevocable, non-exclusive, perpetual, royalty-free right to adapt, copy, create derivative works from, display, distribute, modify, publish, reproduce, and sublicense submitted material, with or without attribution to you, in any manner and wherever Allivia may choose, and grants any and all other users the right to "fair use". You shall not submit to Allivia any material that is copyrighted by, or otherwise intellectual property of, any third party without providing notice and lawful permission satisfactory to Allivia thereof.

INDEMNIFICATION

You expressly agree that you shall, at your expense, actively and vigorously defend, indemnify and hold harmless Allivia, as well as its affiliates, agents, assigns, directors, employees, heirs, officers, representatives and successors, from and against any and all related actions, attorney fees, claims, costs, expenses, liabilities, proceedings, damages or losses, whether consequential, direct, indirect, exemplary, incidental, special, punitive or other damages or losses, arising in contract, tort, negligence, strict liability or otherwise, even if Allivia has been advised of the possibility of any such damages or losses, including, without limitation, any emotional, mental, physical or other personal disability, discomfort, distress, injury, malady, sickness, or trauma therefrom, which are related to access, use or misuse of Service, or of external websites, by you or any party using your computer, or otherwise accessing, using or misuing Service, directly, indirectly or otherwise, through you, with or without your authorization, which, a:) without limitation, contributes to a loss for, corrupts data of, damages, infringes on any and all copyrights, privacy, proprietary rights, service marks, trademarks, trade secrets or other intellectual property of, injures, interferes with, is disruptive to, is defamatory to, is harmful to, is libelous upon, is malicious to, is offensive to or is tortious to, Allivia or any other user or party; b) which otherwise violates any provision of this Agreement; or c) which is otherwise illegal; however, Allivia shall waive no legal privileges or rights whatsoever in any such event.

EXCLUSIONS OR LIMITATIONS FOR LIABILITIES AND WARRANTIES

Some states or jurisdictions do not allow the exclusion of implied warranties, or the limitation or exclusion of liability for incidental or consequential damages. Your sole remedy, in the event of your dissatisfaction with access or use of website or Service, is to cease use. In no event shall the maximum cumulative liability of Allivia for any reason whatsoever exceed the total of all monies paid by you to Allivia, if any.

TERMINATION

Allivia may terminate this Agreement at any time with or without cause effectively immediately, and without any liability or further obligation on the part of Allivia to you or any third party. Allivia reserves the exclusive right to terminate this Agreement, and any license, permission, rights or subscription granted by this Agreement, immediately without notice upon your breach or misrepresentation, or determination by Allivia of your misrepresentation, or breach of any provision, herein. You shall promptly destroy all Service property obtained by you upon termination. Allivia reserves all rights for remedies at law and in equity for any breach of this Agreement by you.

MISCELLANEOUS

ASSIGNMENT

Allivia may, at any time, without prior notice to you, assign or transfer any or all of its rights, in whole or part.

NON-ASSIGNMENT, NO RIGHT OF SURVIVORSHIP, NON-TRANSFERABILITY, NO THIRD PARTY BENEFICIARIES FOR YOU

Neither this Agreement, nor any of your rights or obligations in this Agreement, may be assigned without prior written consent from Allivia. Contact support@allivia.com. Your rights are non-assignable and non-transferable, and terminate upon your death. You shall have no third party beneficiaries to this Agreement, except as otherwise expressly provided herein.

JURISDICTION

The laws of the United States and the State of Colorado shall govern this Agreement without respect to conflict of law. You consent to submit to the forum and venue located within the State of Colorado, including mediation or arbitration, which may be selected by Allivia, at its sole option, for dispute resolution or any matter which may arise in connection with Allivia.

SECTION TITLES, SUBSECTION TITLES AND SEVERABILITY

Section and subsection titles in this Agreement are provided for convenience only and have no legal or contractual effect. If any provision of this Agreement is invalid or unenforceable under applicable law, it shall be superceded by a valid and enforceable provision most closely matching the intent of the original provision, and the remaining provisions shall continue in full force and effect.

SINGULAR AND PLURAL

The singular shall include the plural, and the plural shall include the singular.

WAIVER

The failure of Allivia to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision whatsoever, or of any other right or provision in this Agreement.

STATUTE OF LIMITATIONS

You agree that irrespective of any statute or law to the contrary, any claim or cause of action arising out of or related to Service or this Agreement must be filed within one (1) year after such claim or cause of action arose or shall be forever waived by you.

TERM AND SURVIVAL

This Agreement shall commence upon your initial use of Service, and shall remain in effect, unless otherwise terminated as provided in this Agreement, for a period of one (1) year subsequent to your most recent access or use of Service online, provided that any and all other affirmation, agreement, consent, indemnification, respresentation and waiver provided by you, as well as disclosure and disclaimer provided by Allivia, in this Agreement shall survive termination; nor shall termination relieve you from remedies at law or in equity for Allivia arising from your breach of any provision in this Agreement; nor shall termination waive for Allivia the exercise or enforcement of any or all other rights or provisions of this Agreement.

NOTICE

Notice to Allivia may be sent to support@allivia.com.