Terms

Date of Last Revision: May 1, 2010

PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY. BY ACCESSING OR USING

THIS WEBSITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS DESCRIBED HEREIN

AND ALL TERMS, POLICIES, GUIDELINES AND DISCLOSURES INCORPORATED BY REFERENCE ("Agreement").

IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE THIS WEBSITE.

These terms and conditions of use in this Agreement apply exclusively to your access

to, and use of, the Website of Alaye ("Company"), located at www.swapright.com

("Site") and the information and other services provided therein ("Services"). The

Company is located at: Ballyknockan, Blessington, Ireland. If

you ("User") are using the Site on behalf of any entity, the User represents and

warrants that the User is authorized to accept these Site Terms on such entity's

behalf, and that such entity agrees to indemnify the User and Company for violations

of this Agreement.

The Company reserves the right to change or modify any of the terms and conditions

contained in this Agreement or any policy or guideline of the Site, at any time

and in its sole discretion. Any changes or modification will be effective immediately

upon posting of the revisions on the Site. Continued use of this Site by the User

following the posting of changes or modifications will constitute the acceptance

of such changes or modifications by the User. Therefore, the User should frequently

review this Agreement and applicable policies from time-to-time to understand the

terms and conditions that apply to the use of the Site. If the User does not agree

to the amended terms, the User must stop using the Site.


If the User has any question regarding the use of the Site, the User should refer

first to this Agreement and the How Does It Work section.

All other questions or comments about the Site or its contents should be directed

to

.

1. Nature of the Site: Only a Venue

The Site is an Internet forum that facilitates communications between User and other

users of the Site (the term "other users of the Site" consists of Users of the Site

who, themselves, are also subject to this Agreement as Users) for the purpose of

exchanging information. The Site is intended to assist the User in identifying other

users of the Site who are interested in sending or obtaining Post Data (as defined

herein). The Site

acts as an online venue. The Company does not guarantee that the User will obtain

any benefit through the Site. The Company cannot ensure that the User will actually

complete a transaction.


The Company takes no position and offers no opinion on when or if a contractual

agreement or other relationship is formed between the User and other users of the

Site or other parties or when delivery occurs. In order to provide an optimal forum

for the User, the Company does not involve itself in the agreements between the

User and other users of the Site or the actual delivery or provision or delivery

of goods or services of the User or other users of the Site, third parties, or any

other person or entity. Therefore, the Company cannot ensure the completion of any

agreement, representation, warranty, or the integrity of any party. The Company

will not be a party to any fee or referral fee dispute or other related legal matter

or claim asserted by or amongst the User or other users of the Site. If the User

has a dispute with one or more other users of the Site, the User release the Company

from claims, demands and damages (actual and consequential) of every kind and nature,

known and unknown, arising out of or in any way connected with such disputes.

No agency, partnership, joint venture, employee-employer or franchiser-franchisee

relationship is intended or created by this Agreement or by the use of the Site.

The Company is not a law firm, investment firm, CPA firm. The Company does not provide

legal, financial, or tax advice. The Company offers no legal advice, recommendations,

mediation, or counseling under any circumstance. The Company does it facilitate

or channel clients to specific legal, financial, or tax advisers.


2. User Guidelines

Given the nature of the Site, it is important that the User follow the rules of

the Site. Some of these rules are described in this Agreement. The rest are described

in bulletins or notices posted at various points in the Site.

The User may not engage in any of the following activities on the Site:


misrepresent Registration Data (as defined herein), Post Data (as defined herein),

or other information

do or say anything to injure or harm others

display material containing nudity or pornographic material of any kind

provide material that is grossly offensive to the online community, including blatant

expressions of bigotry, prejudice, racism, hatred, or profanity

promote or provide instructional information about illegal activities, or promoting

physical harm or injury against any group or individual

defame any person or group


display material that exploits children under 18 years of age

violate the rights of another, including but not limited to the intellectual property

rights of another. This includes using the Site for acts of copyright, trademark,

patent, trade secret, or other intellectual property infringement, including but

not limited to offering pirated computer programs or links to such programs, information

used to circumvent manufacturer-installed copy-protect devices, including serial

or registration numbers for software programs, or any type of cracker utilities

(this also includes files which are solely intended for game emulation)

violate Internet standards

use the Site for displaying harassing, abusive, threatening, harmful, vulgar, obscene,

or tortuous material or invading other's privacy

interfere with or disrupting the Site or servers or networks connected to the Site

by posting unauthorized advertisements or links to competing services, transmitting

"junk mail", "spam", "chain letters", or unsolicited mass distribution of e-mail

encourage any illegal activity, including anything to do with illegal drugs, gambling,

pornography, prostitution, child pornography, robbery, spreading computer viruses,

cracking into private computer systems, software infringement, trafficking in credit

card codes, or other crimes


compromise the security of any Service the Company provides, including attempting

or gaining access to system areas private to the Company, or to other users of the

Site

harvest or otherwise collect information about other users of the Site, including

e-mail addresses, without their consent

use any robot, spider, scraper or other automated means to access the Site for any

purpose without the Company's express written permission

The Company reserves the right to deny access to the Site or terminate or cancel

the User's accounts if the User (1) violates these rules or (2) receives complaints

from other users of the Site, for any other reason.


The Company may deny access to the Site to or terminate or cancel the User's accounts

if the User submits or posts (as defined herein) incomplete or inaccurate information

on the Site. This includes failing to provide accurate and complete Registration

Data (as defined herein), Post Data (as defined herein), and/or other information.

In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable

law, the Company has adopted a policy of to denying access to the Site or terminating

or canceling User's accounts, in appropriate circumstances and at Company's sole

discretion, if the User is deemed to be a repeat infringer. Company may also at

its sole discretion deny access to the Site or terminate or cancel the User's accounts

if the User infringes any intellectual property rights of the Company or others,

whether or not there is any repeat infringement, or when the User violates any other

term of this Agreement.

The Company may deny access to the Site or to terminate or cancel the user's accounts

if the Company receives notice that the User is contacting other users of the Site

for impermissible purposes, either on or off of the Site.

The Company reserves the right to deny access to the Site to or to terminate or

cancel the User's accounts if the User has not accessed the Site or the User's account

has been inactive for a long time, as determined by the Company, or if the User

has an outstanding balance owed to the Company.


Any denial of access to the Site or termination or cancelation of the User's accounts

will result in the forfeiture of the User's Site Credits (as defined herein) to

the Company.

3. User Communications

The Site provides a means for the User and other users of the Site to ask each other

questions related to the Post Data (as defined herein). The User may only use

this feature to ask genuine non-offensive questions and to provide similar responses.


The User shall in good faith attempt to respond in a timely fashion to all reasonable

queries from the Company and other users of the Site about Post Data (as defined

herein) that the User posts (as defined herein) to the Site. Queries are prominently

displayed on the Site to the User once the user logs into the Site. The Company

may also forward queries to the User's outside or private e-mail account(s).

By using the Site, the User consents to receive e-mails from the Company, which

may include commercial e-mails provided such e-mails are in accordance with the

preferences the User selects in the My Account section of the Site. The User may

change such preferences by changing the User's account settings on the e-mail and

notifications page of the My Account section of the Site. Please note that as long

as the User maintains an account, the User may not "opt out" of receiving Service

or account-related e-mails from the Company.

4. Posting Information; Confidentiality


The User may post or list ("post," and as an act to "post, "posting," or "posted"

etc.) information on the Site about potential cases, sales, clients, etc. or any

other information posted to the Site (collectively and individually, "Post Data")

that that the User would like to share with other users of the Site, so long as

(1) the User is authorized to post such Post Data; (2) the User, the Post Data,

and the act of posting the information does not violate this Agreement or other

law; and (3) the Post Data is of a nature requested by and appropriate for the

Site.

5. Fees

Joining the Site and posting swap offers to the Site is free.


6. Post Data and Information


The Company cannot monitor, approve, or verify the accuracy or appropriateness of

data on the Site; therefore, the Company allows the User and other users

of the Site to flag inappropriate data on the

Site.

The Company encourages the User and other users of the Site to report problems,

offensive content, and policy violations to us. Many of the pages on the Site contain

a link for the User to flag content.

The Company has no obligation to mediate or otherwise reconcile differences between

the User and other users of the Site.

While the Company encourages open and unrestricted use of the network, the Company

will not tolerate offensive conduct. The

use of disparaging and defamatory comments does not serve the purpose of the Site

and may result in legal liability to the User. The Company reserves the right to

deny access to the Site and terminate or cancel the User's accounts if the User

posts feedback that is defamatory, hostile, vulgar, or otherwise distasteful or

inappropriate.

The Company is not responsible for any loss of data resulting from accidental or

deliberate deletion, network or system outages, file corruption, or any other reasons.


7. Disclaimer of Information Obtained

The Company provides the User and other users of the Site with a forum that functions

as an open market. The Company is not responsible for the content of materials posted

on the Site. The opinions and views expressed are those of the User and other users

of the Site and do not reflect those of the Company. Post Data or other information

submitted by the User and other users of the Site is not verified or reviewed in

any way before it appears on the Site. The Company does not warrant the validity

or accuracy of any such information. The Company urges the User and other users

of the site to please use caution and common sense when using the Site.


The Company does not review the membership, standing, or otherwise of the User or

other users of the Site with any regulatory, licensing, or similar authority. The

User agrees not to access the Site if it lacks the proper licensures or are suspended

and/or disbarred or otherwise restricted or prohibited from providing the goods

or services identified in the Data. If such access is brought to the attention

of the Company, the Company may report said users conduct to the appropriate licensing

agency or other proper authority and may restrict the User's access to the Site

and/or cancel or terminate the User's account.

8. Copyright Complaints

If the User believes that any material on the Site infringes upon any copyright

which they own or control, the User may file a notification of such infringement

with the Company's Designated Agent as set forth below.


Name of Agent Designated to Receive Notification of Claimed Infringement: Willem

Mevius

Full Address of Designated Agent to Which Notification Should Be Sent: An Dunard, Ballyknockan, W91 TY27, Ireland.

Telephone Number of Designated Agent: 353 86 0593496

E-Mail Address of Designated Agent:


The Company may give notice of a claim of copyright infringement to the User or

other users of the Site by means of a general notice on the Site, e-mail to a User's

or other users of the site's e-mail address in our records, or by written communication

sent by first-class mail to a User's or other users of the Site's address in our

records.

9. Indemnification

The User agrees that the Company is not responsible for any harm that the Site or

Services may cause. The User agrees to indemnify, defend, and hold the Company harmless

from and against any and all liability and costs incurred in connection with any

loss, liability, claim, demand, damage, and expenses arising from or in connection

with the contents or use of the Site. The User agrees that this defense and indemnity

shall also apply to any breach by the User of this or any related Agreement or the

foregoing representations, warranties and covenants. The User further agrees that

this defense and indemnity shall include without limitation attorney fees and costs.

The User also agrees that this defense and indemnity shall apply to the Company,

its affiliates, directors, officers and employees. The Company reserves the right,

at its own expense, to assume the exclusive defense and control of any matter otherwise

subject to indemnification by the User and the user shall not in any event settle

any matter without the written consent of the Company.


10. Additional Company Rights

The Company reserves the following rights:

to release current or past Registration Data (as defined below), Post Data, or

other information pursuant to the terms of this Agreement, and/or the Privacy Policy

in the event the Company believes that the User is in violation of this Agreement,

the Site is used to commit unlawful acts, if the information is subpoenaed, and/or

if the Company deems it necessary and/or appropriate.

to remove Post Data from the Site.


to deny Service to offenders of this Agreement.

to deny access to the Site or terminate or cancel User's accounts for anyone or

any User for any reason or no reason

The Company reserves the right to modify or discontinue, temporarily or permanently,

the Site with or without notice to the User. The User agrees that Site shall not

be liable to the User or any third party for any modification or discontinuance

of the Site. The User acknowledges and agrees that any termination of the Site under

any provision of this Agreement may be effected without prior notice, and acknowledges

and agrees that the Company may immediately delete data and files in the User's

account and bar any further access to such files or the Site.


The Company owns certain things on this system, including the 'look and feel' of

the system, the name of the system, the collective work copyright in sequences of

public messages on the system, and the business method. The User cannot reproduce

any message thread from the system, either electronically or in print, without the

Company's permission and the permission of all participants in the thread. This

is not a complete list - other things on the system are also the Company's property.

Contact the Company before copying anything from the system with plans of reproducing

it or distributing it.

The User acknowledges and agrees that content, including but not limited to text,

software, music, sound, photographs, graphics, video, page layout and design, or

other material contained in the Site or information presented through the Site is

protected by copyrights, trademarks, service marks, patents, or other proprietary

rights and laws. The User acknowledges and agrees that the User is permitted to

use this material and information only as expressly authorized by the Company or

its Sponsors, and may not copy, reproduce, transmit, distribute, or create derivative

works of such content or information without express authorization. The User acknowledges

and agrees that Company can display the User's images and text throughout the Site.

11. Disclaimer of Warranties and Limitation of Liability


A great danger for the Company, and for all operators of online networks, is that

we might be held accountable for the wrongful actions of our users. If one user

libels another user, the injured user might blame us, even though the first user

was really at fault. If a user uploads a program with a computer virus, and the

other users' computers are damaged, we might be blamed even though a user left the

virus on our Site. If a user transmits illegal or improper information to another

user, we might be blamed even though we did nothing more than unknowingly carry

the message from one user to another. Accordingly, we need all users to accept responsibility

for their own acts, and to accept that an act by another user that damages them

must not be blamed on us, but only on the other user.

Although it is the Company's goal to provide users with a reliable, quality system,

we may make mistakes or experience system failure from time to time. Such problems

are inevitable in operating any computer based website. We would not be able to

make this network available to users if we had to accept blame or financial liability

for any usability problems, system failures or errors, or mistakes or damages of

any kind. In order to continue offering and improving our service, the Company must

deny any warranties on this service and insure that our liability for any problems

connected with the use of our system is strictly limited.

These needs are accomplished by the following disclaimers:

Disclaimer of Warranties


THE USER EXPRESSLY AGREES THAT USE OF THE SERVICE IS AT THE USER'S SOLE RISK.

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE COMPANY EXPRESSLY

DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT

NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR

PURPOSE AND NON-INFRINGEMENT. THE COMPANY MAKES NO WARRANTY THAT THE SERVICE WILL

MEET USER'S REQUIREMENTS, THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE,

OR ERROR-FREE; NOR DOES THE COMPANY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY

BE OBTAINED FROM THE USE OF THE SERVICE OR AS TO THE ACCURACY OR RELIABILITY OF

ANY INFORMATION OBTAINED THROUGH THE SERVICE OR THAT DEFECTS IN THE SOFTWARE OR

NETWORK WILL BE CORRECTED. THE COMPANY MAKES NO WARRANTY REGARDING ANY GOODS OR

SERVICES PURCHASED OR INFORMATION OBTAINED THROUGH THE SERVICE OR ANY TRANSACTIONS

ENTERED INTO THROUGH THE SERVICE.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY THE USER FROM

THE COPANY SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

Limitation of Liability


THE USER AGREES THAT THE COMPANY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT,

INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM THE USE OR THE INABILITY

TO USE THE SERVICE OR FOR COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES OR

RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED

OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE OR RESULTING FROM UNAUTHORIZED

ACCESS TO OR ALTERATION OF USER'S TRANSMISSIONS OR DATA, INCLUDING, BUT NOT LIMITED

TO DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLES, EVEN IF THE COMPANY

HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE USER FURTHER AGREES THAT

THE COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM INTERRUPTION, SUSPENSION

OR TERMINATION OF SERVICE, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL,

SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, WHETHER SUCH INTERRUPTION, SUSPENSION

OR TERMINATION WAS JUSTIFIED OR NOT, NEGLIGENT OR INTENTIONAL, INADVERTENT OR ADVERTENT.

If the Company is found to be liable, the Company's liability to the User or to

any third party is limited to the greater of (a) the total fees the User or third

party, as the case may be, paid to the Company in the three (3) month period prior

to the action giving rise to the liability, and (b) $100.00 U.S.

13. Registration Data; Account Security


In consideration of the User's use of the Site, the User agrees to provide accurate,

current and complete information about the User as may be prompted by any registration

forms on the Site ("Registration Data"); maintain the security of the User's password

and identification; maintain and promptly update the User's Registration Data, and

any other information the User provides to the Company, to keep it accurate, current

and complete; and (d) accept all risks of unauthorized access to the Registration

Data and any other information the User provides to Company. In addition, the User

agrees not to access or use, or attempt to access or use, the Site or any part thereof

using the identity or the Registration Data of any person other than themselves.

Use of the Site is an express admission that the User is the party identified in

the Registration Data.

14. Miscellaneous Terms

This Agreement incorporates by reference the Privacy Policy, and any notice by the Company

contained in any of the Site's website pages and constitutes the entire understanding

between the User and the Company regarding the User's relationship to the Company.

To the extent that any term conflicts with the terms in this Agreement, the terms

specifically written in this Agreement shall trump terms that are incorporated by

reference to another document or outside source.


Please refer to our Privacy Policy

for information on how the Company collects, uses and discloses personally identifiable

information from the User.

The User can reach or access the Site from all fifty states, U.S. territories and

possessions, and around the world. Each of these places has a different set of laws.

Since the Company cannot keep track of all these laws and their requirements, the

Agreement and the relationship between the User and the Company shall be governed

by the laws of the State of Colorado without regard to its conflict of law provisions.

If the Company fails to exercise or enforce any right or provision of this Agreement

or other incorporated agreements, that failure shall not be used to prove or be

construed that the Company has waived the right or provision. If any provision of

this Agreement or other incorporated agreements is found by a court of competent

jurisdiction to be invalid, the User nevertheless agree that the court should endeavor

to give effect to the parties' intentions as reflected in the provision, and that

the other provisions of the Agreement remain in full force and effect. The User

agrees that regardless of any statute or law to the contrary, any claim or cause

of action arising out of or related to use of the Site or Services or the Agreement

or incorporated agreements must be filed by the User or third party within one (1)

year after such claim or cause of action arose or be forever barred. The section

titles in the Agreement are for convenience only and have no legal or contractual

effect.