GENERAL TERMS AND CONDITIONS OF USE

As of Nov-14-2008

Please read this agreement containing the Terms and Conditions of Use (the “TCU”) between Lee and Pabon LLC, a Delaware limited liability company (the “Company”, “us” or “we”) the operator of the Website and the user of the Website (“you” or “your”) prior to using this Website. “Website” means the website found at http://www.petrofix.com containing its various web pages, its text, content, graphics, photo graphics, videos, audio, and services of the Company.    This Website is available for your use conditioned on your acceptance without modification of the terms, conditions, and notices contained herein.  Access to, link to or continued use of this Website constitutes your acceptance of the TCU to all such terms, conditions and notices.  The Company reserves the right to change or add to the TCU at any time in its sole discretion, and all such changes shall be effective immediately upon posting and your continued use constitutes your acceptance of the TCU as amended.

Registration and Account

As part of the registration process you will select a username and password and provide the Company with certain information.  You represent and warrant that you are of legal age to enter into a binding contract and are not a person barred from viewing this Website.  In the event you decide to register for an account, you also agree to: (i) provide true, accurate, current and complete information about you as prompted on the registration form and to (ii) maintain and promptly update any of the registration information if it is untrue, inaccurate, not current or incomplete.  The Company has the right to deny the creation or continued access of your account (either in whole or part) if the Company has reasonable grounds to suspect that any registration information is untrue, inaccurate, not current or incomplete.  You shall be solely responsible for maintaining the confidentiality of your username and password, and are fully responsible for all usage, and activity on your account, including but not limited to, use of the account by a third party authorized by you to use your user name and password.  You shall (i) immediately notify the Company of any known or suspected unauthorized use(s) of your account, or any known or suspected breach of security and (ii) ensure that you exit from your account at the end of each session.  The Company will not be liable for any loss or damage from your failure to comply with any of the provisions contained in this paragraph.

Restrictions on Use and User Conduct

You agree that you will not use the Website for any purpose that is unlawful or prohibited by this TCU. You agree you will not use the Website in any manner which could damage, disable, overburden, or impair the Website or interfere with any other party's use and enjoyment of the Website. You agree to use the Website and its related services solely for your own personal use, and not for resale or external distribution.  If you intend to use the Website in any other way, please contact sales@petrofix.com to discuss your business requirements.  

Communications Services and Submissions Provided to the Company

When you visit the Website, send emails to us, use the live chat feature or access any other electronic communication facilities that enable you to communicate with us, you are communicating with us electronically.  You consent to receive communications from the Company electronically.  We can communicate with you by email, through the live chat feature or by posting notices on this Website.  You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communication be in writing. 

If you submit any feedback, comments, suggestions, ideas or materials (each a “Submission”), and unless we indicate otherwise, you grant the Company or any of its affiliates now or hereafter a non-exclusive, royalty-free, perpetual irrevocable, and fully sub-licensable right to use, reproduce, modify, adapt, publish, translate, create derivative works, distribute, and display of any Submission throughout the world in any media. You grant the Company, its affiliates and sub licensees the right to use the name that you submit in connection with any Submission, if the Company or its affiliates choose. You represent and warrant that you own or otherwise control all of the rights to the Submission; that the Submission is accurate, will not cause injury to any person or entity; and that you will indemnify the Company or any of its affiliates for all claims resulting from any Submission you supply.

The email forms, chat features, or other Submission methods available on the Website provide you a method to ask questions about your account or order, or to give comments on the services provided on the Website.  To ensure the security of your account information, we recommend that you refrain from entering sensitive information (such as password, full credit card number, or social security number), via email or chat when asking specific questions about your account.  We will never ask for your sensitive information via email, we should already have your relevant account details that you entered via secure forms. These forms are accessible after you sign on with your password to the secured section session of the Website.  You cannot use email to initiate transactions on your account or to place an order for a fuel cost protection plan. For transactions, please use the appropriate functions within the Website or call customer service for assistance. 

Third Party Content, Sites and Services

The Website may contain features and functionalities that may link you to or provide you with access to third party content which is completely independent of the Company (“Linked Sites”). The Linked Sites are not under the control of the Company, and we are not responsible for the contents of any Linked Site.  The Company is not responsible for webcasting or any other form of transmission received from any Linked Site.  We are providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by the Company of the site, its contents or any association with its operators.  The Company attempts to use reasonable efforts to be as accurate as possible, however, the Company does not warrant that Linked Sites, or information (including product descriptions or prices) gathered from third party sites or other content of this Website is accurate, complete, reliable, current, or error-free. 

Privacy Policy

Registration data and certain other information about you is subject to our Privacy Policy.  For more information please see http://www.petrofix.com/Privacy.aspx.  You understand that through your use of the Website and its related services you consent to the collection and use (as set for in the Privacy Policy) of this information, including the transfer of this information to the United States or other countries for storage, processing and use by the Company and its affiliates.

Company’s Proprietary Rights

You acknowledge that the Website and its related services contain proprietary and confidential information that is protected by applicable intellectual property and other laws.  You further acknowledge and agree that content of the Linked Sites presented to you through the Website is protected by copyright, trademarks, service marks, patent or other proprietary rights and laws.  Except as expressed permitted by applicable law or authorized by the Company you agree not to modify, rent, loan, sell, distribute or create derivative works based on the Website or its related services, in whole or in part.  You may use and access the Website and its related services solely through the web interface provided.  You agree not to (and will not allow a third party to) transfer, distribute or dispose of any information contained in the Website in any manner that could compete with the business of the Company, nor may you copy, reproduce, recompile, decompile, disassemble, reverse engineer, reverse assemble, distribute, publish, display, perform, modify, upload to a server, create derivative works from or transmit, in any way, software, in whole or in part.  (SM) Petrofix is a service mark of the Company and you agree not to display or use in any manner the Company’s marks or logo without the Company’s express prior permission.

Disclaimer and Limitation of Liability

THE COMPANY MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE WEB SITE FOR ANY PURPOSE.  USE OF THE WEBSITE OR THE SERVICES PROVIDED THEREIN IS AT YOUR SOLE RISK AND ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.  THE COMPANY, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND MANAGERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OR MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

NOTHING CONTAINED IN THE WEBSITE SHOULD BE CONSTRUED AS PERSONAL, TAX, LEGAL OR FINANCIAL ADVICE AND NOTHING THEREIN SHOULD BE RELIED UPON FOR SUCH DECISIONS. YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS AFFILATES, OFFICERS, EMPLOYEES, OFFICERS, AGENTS, OR MANAGERS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES,  INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF USE, DATA OR PROFITS (EVEN IF THE COMPANY OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES), ARISING OUT OF OR IN ANY WAY CONNECTED WITH (i) YOUR USE OR MISUSE OF THE WEBSITE OR THE FUEL PROTECTION SERVICES  (ii)  A DELAY, INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, TERMINATION OF THE WEBSITE OR SERVICES CONTAINED THEREIN, (iii) UNAUTHORIZED ACCESS TO, OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) YOUR INABILITY TO USE THE WEBSITE OR RELATED SERVICES, FOR ANY INFORMATION,  PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE WEBSITE OR THIRD PARTY LINKED SITES, (v) STATEMENTS OR CONDUCT OF ANY THIRD PARTY, ALL OF THE FOREGOING WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE.  IN SOME JURISDICTIONS, LIMITATIONS OF LIABILITY ARE NOT PERMITTED, AND SOME OF THE FOREGOING LIMITATION MAY NOT BE APPLICABLE TO YOU. 

Indemnification

You agree to indemnify and hold the Company, its affiliates, officers, agents, employees, and managers harmless from any claim or demand, including reasonable attorneys’ fee, made by any third party due to or arising out of your use of the Website or the service provided therein, your violations of this agreement, your breach of any of the representations and warranties herein, or your violation of any rights of another.

Termination of Website Access Restrictions

The Company reserves the right at anytime to suspend or terminate your account, the Website and the related services or any portion thereof, in its sole discretion without notice to you.  Cause for such termination shall include, but is not limited to (a) breaches or violations of the TCU or other agreements between you and the Company, (b) requests by law enforcement, other government agencies, or pursuant to other legal processes, (c) a request by you (a self-initiated account deletion), (d) discontinuance or material modifications of the Website or its related services, (e) unexpected technical or securities issues or problems (f) schedules Website maintenances, (g) extended periods of inactivity, (g) engagement by you in fraudulent or iillegal activities, and or (h) non-payment of any fees owed by you in connection with the services offered on the Website.  You further agree that terminations for cause shall be made in the Company’s sole discretion and the Company shall not be liable to you or any third party for termination of your account, access to the Website or related services.

General Information

Choice of Law and Forum.  The TCU and the relationship between you and the Company shall be governed by the laws of the State of California, U.S.A. without regard to its conflict of law provisions.  You hereby consent to the personal and exclusive jurisdiction and venue in the county of San Francisco, California, U.S.A. in all disputes arising out of or relating to the use of the Website. Use of the Website is unauthorized in any jurisdiction that does not give effect to all provisions of these TCU, including without limitation this paragraph.

Entire Agreement.  The TCU constitute the entire agreement between you and the Company and governs your use of the Website and the related services, superceding any prior agreement or contemporaneous communications and proposals, whether electronic, oral or written, between you and the Company.

Waiver and Severability of Terms.  The failure of the Company to exercise any right or provisions of the TCU shall not constitute a waiver of such right or provision.  If any part of the TCU is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

Statute of Limitations.  You agree that any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Website or its related services or the TCU must be filed within one (1) year after such claim or cause of action arose or forever be barred.

Miscellaneous.  You agree that no joint venture, partnership, employment, or agency relationship exists between you and the Company as a result of this agreement or use of the Website. The company’s performance of this agreement is subject to existing laws and legal process, and nothing contained herein is in derogation of the Company’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Website.