Customer in advance. All text message purchases are final and no refunds or credits will be

given for purchased text messages. All fees are subject to change without a warning.

ARTICLE 5: TERM

5.01 The initial term of this Agreement is three months. After the initial term this Agreement

will automatically renew in terms of three months unless cancelled 30 days prior the end of

the ongoing term.

ARTICLE 6: TERMS OF PAYMENT

6.01 You agree to pay WhizFish Inc. the appropriate payment for the services received from

WhizFish Inc., in advance for the time period during which such services are provided. You

agree to provide WhizFish Inc. with current billing and contact information and authorize

WhizFish Inc. to bill all account and related charges to the credit card or online checking

information on file.

(A) Cancellation. You further agree that until and unless you notify WhizFish Inc. in writing

only, with delivery confirmation, of your desire to cancel any or all services received, and you

complete the cancellation process, those services will be paid in full at the time of

cancellation. You agree that prepayments will be billed and charged automatically, that

WhizFish Inc. may apply the amount due to the provided card at any time.

6.02 Pay by Credit Card. If your credit card is denied for any reason on the first attempt, we

will automatically attempt to resubmit your card on or around the 7th, 14th, 25th and last day

of the month. A credit card resubmission fee of $10.00 will be charged against the account for

every time we attempt resubmission. Should the card be denied a second time, we may

terminate the account, and the resubmission fees will need to be paid before the account can

be reactivated. All files within the account may be deleted on termination. You may notify us

in advance of your next billing cycle your desire to provide for alternative payment

arrangements.

6.03 Pay by Check. If paying by check and payment is late, an administrative fee of $10.00

per instance will be applied on the 7th, 14th, 25th and the last day of the month after the

payment falls due. There is a $50.00 fee for a dishonored check. If after the first month,

should payment continue to be late, WhizFish Inc. may choose to terminate the account at any

time and has the right to collect all accumulated fees. WhizFish Inc. reserves the right to

change prices at any time. It is the responsibility of the customer to maintain accurate billing

information with WhizFish Inc. This may include updated credit card information, email

address and mailing address.

ARTICLE 7: ZERO TOLERANCE SPAM POLICY

7.01 WhizFish Inc. takes a zero tolerance stance against sending of unsolicited text messages,

commonly known as spam. Any user who sends out spam will have their account terminated

without notice, and will be billed at a rate of $100.00 for each recipient to whom the message

was sent, regardless of whether the messages were sent from our server, or from another

server advertising our short code. All commercial text messages must comply with all

applicable federal, state or local laws. WhizFish Inc. reserves the right to require changes or

disable as necessary any website, account, database, or other component that does not

comply with this policy, at its sole discretion. WhizFish Inc. also reserves the right to make

any such modifications in an emergency at our sole discretion.

(A) WhizFish Inc. will not be liable for any damages incurred related to spam.

(B) In the event of litigation, it is the responsibility of each party to bear its own attorneys’

fees and costs throughout the entire process of any proceeding in accordance with Article

17.

ARTICLE 8: MONITORING OF SERVICE

8.01 You agree that WhizFish Inc. has the right to monitor the service electronically at any

time and to disclose any information as necessary to satisfy the law, or to protect itself or its

subscribers. WhizFish Inc. reserves the right to refuse to post or to remove any information

or materials, in whole or in part, that, in its sole discretion, are unacceptable, undesirable, or

in violation of this agreement. WhizFish Inc. also reserves the right to refuse refunds in cases

where WhizFish Inc. believes abuse has taken place. WhizFish Inc. reserves the right to

monitor any and all communications through or with our facilities. You agree that WhizFish

Inc. is not considered a “secure communications medium” for the purposes of the ECPA, and

that no expectation of privacy is afforded in the event that such service is monitored and/or

disclosed.

ARTICLE 9: SHARING OF ACCOUNT SPACE & RESALE RESTRICTIONS

9.01 You represent and warrant that the account you purchase is purchased either for yourself

or on behalf of a client if you are a reseller. You agree that as a reseller, you are the

individual solely responsible for all use of the account. You also understand that Mobile SMS

Marketing short code is shared with several clients.

ARTICLE 10: REFUND POLICY

10.01 If you are not satisfied with our service, you can email us and receive a full refund for

the prorated unused remaining balance of your service plan within 30 days after you

purchased the account.

ARTICLE 11: TERMINATION

11.01 WhizFish Inc. may terminate this agreement and your access to any or all WhizFish Inc.

related services at any time, with or without cause, with a 30-day notice. WhizFish Inc. shall

have no responsibility to notify any third-party providers of services, merchandise, or

information, nor any responsibility for any consequences resulting from such discontinuance or

lack of notification. Anyone determined by WhizFish Inc. to have violated these Terms of

Service may be barred from receiving any services from WhizFish Inc. without refund, as

agreed in Article 10. Any outstanding amount due on the account will still be payable as

scheduled.

(A) You may terminate this Agreement by e-mailing the support department at WhizFish

Inc., who will then provide you with a form that must be completed and returned before your

account can be cancelled.

(B) If you should choose to terminate your account before the end of the commitment

period, you accept that you will be required to pay the plan setup fee and the value of the

services until the end of the ongoing term in accordance with the equivalent rates.

ARTICLE 12: RELATIONSHIP OF THE PARTIES

12.01 Nothing contained in this Agreement shall be construed as creating any agency, legal

representative, partnership, or other form of joint enterprise between the parties. Neither

party shall have authority to contract for or bind the other in any manner whatsoever.

ARTICLE 13: DISCLAIMER OF WARRANTIES/LIMITATION OF LIABILITY

13.01 THE WHIZFISH INC. MOBILE SMS MARKETING SERVICE PROVIDED IS PROVIDED ON

AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS

OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY,

FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. WHIZFISH INC. EXPRESSLY

DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT THE WHIZFISH INC.MOBILE SMS

MARKETING SERVICE WILL BE ERROR-FREE, TIMELY, SECURE OR UNINTERRUPTED. NO ORAL

ADVICE OR WRITTEN INFORMATION GIVEN BY WHIZFISH INC.., ITS EMPLOYEES, LICENSORS

OR AGENTS WILL CREATE A WARRANTY; NOR MAY YOU RELY ON ANY SUCH INFORMATION

OR ADVICE.

13.02 UNDER NO CIRCUMSTANCES WILL WHIZFISH INC., OR ITS AFFILIATES BE LIABLE FOR

ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT

FROM THE USE OF OR INABILITY TO USE THE WHIZFISH INC. MOBILE SMS MARKETING

SERVICE, INCLUDING BUT NOT LIMITED TO RELIANCE ON ANY INFORMATION OBTAINED ON

THE WHIZFISH INC. MOBILE SMS MARKETING SERVICE; OR THAT RESULT FROM MISTAKES,

OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAIL, LOSS OF OR DAMAGE TO

DATA, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, OR ANY

FAILURE OF PERFORMANCE, WHETHER OR NOT LIMITED TO ACTS OF GOD, COMMUNICATION

FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO WHIZFISH INC. RECORDS,

PROGRAMS OR SERVICES. YOU HEREBY ACKNOWLEDGE THAT THIS PROVISION WILL APPLY

WHETHER OR NOT WHIZFISH INC. IS GIVEN NOTICE OF THE POSSIBILITY OF SUCH

DAMAGES AND THAT THIS PROVISION WILL APPLY TO ALL SERVICES AVAILABLE FROM

WHIZFISH INC.AND ITS AFFILIATES.

13.03 UNDER NO CIRCUMSTANCES, UNDER THE TERMS OF THIS AGREEMENT, SHALL

DAMAGES INCLUDE LOSS OF BUSINESS, OR LOSS OF PROFITS, WHETHER BASED ON

BREACH OF AGREEMENT, BREACH OF WARRANTY, PRODUCT LIABILITY, OR OTHERWISE, TO

ANY PARTY IN PRIVY TO THIS AGREEMENT, OR ANY THIRD PARTY NOT SO SITUATED.

13.04 THE TERMS OF THIS SECTION SHALL SURVIVE THE TERMINATION OF THIS

AGREEMENT FOR WHATEVER REASON.

ARTICLE 14: COPYRIGHT AND TRADEMARKS

14.01 All contents of the WhizFish Inc. Mobile SMS Marketing are proprietary to WhizFish Inc.,

and/or its suppliers and are protected under Copyright. All rights are reserved. WhizFish Inc.

reserves any rights not expressly granted herein. The Customer acknowledges that he/she/it

does not presently know the special skills, techniques or business policies, nor does the

Customer have business forms or access to the Company’s body of knowledge, and as such,

such information is deemed confidential and a trade secret, as such term is defined within the

meaning of Ohio Statutes § 688.02 inter alia, entitling Company to all protections available

under both Ohio and Federal law.

ARTICLE 15: FORCE MAJEURE

15.01 If by reason of failures of telecommunications or internet service providers, labor

disputes, riots, inability to obtain labor or materials, earthquake, fire or other action of the

elements, accidents, governmental restrictions or other causes beyond the control of WhizFish

Inc., WhizFish Inc. is unable to perform in whole or in part its obligations as set forth in this

Agreement, then WhizFish Inc. shall be relieved of those obligations to the extent it is so

unable to perform and such inability to perform shall not make WhizFish Inc. liable to the

Customer or other third parties.

ARTICLE 16: GOVERNING LAW

16.01 Ohio law shall govern this Agreement and any dispute arising from the relationship

between the parties and this Agreement, excluding any laws that direct the application of

another jurisdiction’s laws. In any litigation, or other proceeding by which one party either

seeks to enforce its rights under this Agreement (whether in contract, tort, or both), or seeks

a declaration of any rights or obligations under this Agreement, each party shall be

responsible for their respective attorneys’ fees and costs, as stated in Article 17. The parties

consent to the exclusive jurisdiction and venue of the courts of the State of Ohio or to any

Federal Court located within the State of Ohio.

ARTICLE 17: ATTORNEYS’ FEES AND COSTS

17.01 Any legal controversy or legal claim arising out of or relating to this Agreement or our

services, which results in litigation, shall result in each party being solely responsible for its

respective attorneys’ fees and costs throughout the entire process of any and all proceedings.

ARTICLE 18: SEVERABILITY AND SURVIVABILITY

18.01 Severability. If any provisions of this Agreement shall be held to be invalid or

unenforceable for any reason, the remaining provisions shall continue to be valid and

enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable,

but that by limiting such provision it would become valid or enforceable, then such provision

will be deemed to be written, construed, and enforced as so limited.

18.02 Survivability. The terms of this Agreement apply to those obligations that survive any

cancellation, termination, or rescission, namely – warranty, indemnification, liability and limits

thereon, rights and obligations upon and following termination and assignment.

ARTICLE 19: INDEMNIFICATION

19.01 You agree to defend, indemnify and hold harmless WhizFish Inc. against any and all

claims, losses, penalties, causes of action, damages, liability, costs, expenses (including but

not limited to attorneys’ fees and costs) or claims caused by or resulting indirectly from your

use of the service, without limitation or exception, including your violation of any third-party’s

rights, (including, without limitation, infringement of any copy right trademark, service mark,

trade secrets, right of privacy or publicity or any other third party right). The terms of this

section shall survive the termination of your relationship with WhizFish Inc.

ARTICLE 20: REMEDY

20.01 Customer agrees that his/her/its sole and exclusive remedy to any issues relating to the

WhizFish Inc. Mobile SMS Marketing Service is to discontinue using the Service.

ARTICLE 21: ASSIGNMENT

21.01 In the event of a merger or consolidation of WhizFish Inc., the surviving or new

corporation and any subsidiaries are similarly subject to the rights and obligations of this

Agreement.

ARTICLE 22: ENTIRE AGREEMENT

22.01 This Agreement constitutes the complete and exclusive statement of the Agreement

between the parties regarding the products and services provided hereunder, and supercedes

any prior Agreements between the parties with respect thereto.

ARTICLE 23: WAIVER

23.01 The failure of WhizFish Inc. to enforce a provision of this Agreement shall not be

construed as a waiver or limitation of WhizFish Inc.’s right to subsequently enforce and compel

strict compliance with every provision of this Agreement.

ARTICLE 24: MODIFICATION OF TERMS

24.01 WhizFish Inc. reserves the right to modify this policy at any time and without advance

notice, effective upon making the modified provisions available on the WhizFish Inc. mobile

marketing website. You are responsible for regularly reviewing these documents. Continued

use of the WhizFish Inc. Services after any such changes shall constitute your consent to such

changes. WhizFish Inc. does not and will not assume any obligation to notify you of any

changes to the Terms of Service.