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March 2, 2009 10:18am

Mpayy 5K Referral Program Terms & Conditions

Terms & Conditions for the Refer A Friend Program

IMPORTANT: Please read the following Terms and Conditions carefully before participating in the Mpayy 5K Member Referral Program ("Program") that is being run by Mpayy. The Program enables Mpayy Members to earn referral bonuses when other individuals they refer to Mpayy, become an Mpayy Member ("Member") by opening a Personal or Small Business account. The Program is void where prohibited.

By responding to this offer and submitting the contact information of your friends, neighbors, family members and associates to Mpayy (hereinafter each friend, neighbor, family member of associate is referred to as a "Contact") or by adding a referral button, you agree and consent (1) to be bound by these Terms and Conditions of the Program and (2) to having Mpayy send an e-mail on your behalf, using your full name as the "referrer", to all such Contacts containing an offer to become an Mpayy Member.

To be eligible, a Contact must be 18 years or older and a U.S. citizen or permanent resident alien. A contact will be deemed ineligible for the purposes of this Program if said Contact (a) is already an Mpayy Member, or (b) has previously been an Mpayy Member and has cancelled his or her account. For privacy reasons, you will not be notified if any of your Contacts are ineligible for any reason.

Approval of a Contact as a Member is based upon his or her compliance with and satisfaction of, Mpayy�s new account procedures including the verification and activation of the Member�s mobile cell phone number. All referred persons (i.e. contacts) must become a Member within 60 days after original e-mail was sent or you posted a referral button or link. Mpayy, at its sole discretion, may extend this period beyond 60 days during which time the referral program may be cancelled without notice.

The referral bonus schedule is as follows:

# Cumulative ReferralsCumulative Payout
10$50
25$125
100$500
250$1,250
500$2,500
1000$5,000

For purposes of clarity, the referring Member will receive $50 when 10 of his or her contacts become Members. The referring Member will receive another $75 when an additional 15 of his or her contacts become Members for a cumulative total of $125. If a referring Member has a 1000 or more of his or her contacts become Members, he or she will receive cumulative bonuses equal to $5000.00.

Bonuses will be paid into the Mpayy account of the referring Member within 60 days of reaching a threshold, e.g., 10, 25, 100, 1000.

NOTE: This offer will be rendered null and void and you agree that you shall automatically forfeit your ability to collect a referral bonus if your Mpayy account is suspended due to insufficient funds, suspected fraud or other reasons Mpayy deems necessary to protect the integrity of the Mpayy service.

Mpayy is not responsible for lost, incorrect or misdirected responses, or incorrect Contact information. We reserve the right to deny any Contact's registration for any reason. Mpayy and its advertising and promotions agencies disclaim all liability in connection with this Program, its promotion and administration.

IN NO EVENT WILL MPAYY BE LIABLE FOR ANY DAMAGES, CLAIMS OR LOSSES INCURRED (INCLUDING WITHOUT LIMITIATION COMPENSATORY, INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING ANY DAMAGES FOR LOSS OF INCOME OR PROFITS)), HOWEVER CAUSED AND WHETHER ARISING BY STATUTE, COMMON LAW OR OTHERWISE IN CONNECTION WITH: (I) THE PROGRAM; (II) ANY FAILURE, DELAY, OR DECISION BY MPAYY IN ADMINISTERING THE PROGRAM; OR (III) THE USE OR INABILITY TO USE THE MPAYY WEB SITE, EVEN IF MPAYY, OR REPRESENTATIVES THEREOF, ARE ADVISED OF THE POSSIBLITY OF SUCH DAMAGES, CLAIMS, OR LOSSES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

Mpayy reserves the right to terminate the Program at any time with or without notice. Notification of Program termination will be sent to the e-mail address associated with the referrer�s Mpayy account. Mpayy will not be responsible for failing to notify you of Program termination where such failure is caused by an error in your e-mail program, an inaccurate e-mail address, your failure to check for your e-mail or the Program website, or your failure to update your e-mail address in your Mpayy profile.

Mpayy may modify the Terms and Conditions set forth herein from time to time-including, but not limited to, the methods through which referral bonuses are earned and the amount of referral rewards that can be earned by referring Contacts, with or without notice, and your continued participation in the Program after such modification shall be deemed to be your acceptance of any such modification. It is your responsibility to check the Terms and Conditions of the Program as featured on the Mpayy website regularly to determine whether the Program Terms and Conditions have been modified. If you do not agree to any modifications of the Terms and Conditions, you must immediately cease participation in the Program.

If any provision of these Terms and Conditions is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be severed from the remainder of these Terms and Conditions, which will otherwise remain in full force and effect. This Agreement shall be governed by the laws of the State of Illinois with reference to conflict of law principles.