user agreement

1. Eligibility. Use of the Site and the Services is limited to parties that lawfully can enter into and form contracts under applicable law. Without limiting the foregoing, minors may not use the Services. Every person who uses the Services hereby represents to Mitek Cares that he or she is not a minor, is at least over the age of eighteen (18) and may otherwise enter into and form binding contracts under applicable law. To register, you must provide your name, (, address, phone number, e-mail address, and valid credit card information.

2. Fees and Payment Terms. Any fee schedule and payment terms in effect on the date of the purchase of the item shall govern the transaction. All fees are quoted in U.S. Dollars. Please note that the fees for our services may change from time to time. Please check the fees and terms each time you participate. We may at our sole discretion change some or all of our services at any time. In the event that we introduce a new service, the fees for that service will become effective upon the launch of the service.

3. Applicable Policies and Guidelines. You agree to abide by the procedures and guidelines for conducting and participating in and other transactions contained in which are incorporated by reference into, and made part of, this Agreement. The policies, procedures and guidelines explain the processes and set out acceptable conduct and prohibited practices. These policies, procedures and guidelines may be changed by the future, and will be effective immediately upon posting, without notice to you. You should regularly refer to these to understand the current procedures and guidelines for participating and to be sure that the goods offered for sale or want to buy can be purchased on the Site.

4. Responsibilities Mitek Cares features several types of products and DCM Direct's role and responsibilities.

• DCM Direct Sales. DCM Direct itself is the seller of the products offered at the Mitek Cares website. These products, responsibility for all aspects of the product and the product listing, including product descriptions, identification of quantities, establishment of starting and establishment of reserve requirements (if any) and shipping are the responsiblity of DCM Direct.

5. Mitek Cares Payments

• Mitek Cares currently accepts credit card payments and phone orders called into DCM Direct. DCM Direct honors Visa and MasterCard

• You warrant that any payment method selected by you when placing an order shall enable you to make full and immediate payment for the item(s) chosen. In the event that the chosen payment method does not enable you to make full and immediate payment for any reason, including without limitation insufficient funds or credit decline, DCM Direct may in its sole and absolute discretion cancel your order. In such case, DCM Direct may in its sole and absolute discretion (but shall not be required to) designate the next order (meeting the applicable minimum order or reserve requirements) as the Payment for the order. At Mitek Cares's sole discretion, but without any obligation, alternate payment methods may be arranged with the order(s) in the case where a payment method has been declined.

6. Mitek Cares Reservation of Rights. Mitek Cares retains the right, but does not have the obligation, to immediately halt any order, prevent or restrict access to the Site or the Services or take any other action to restrict access to or availability of objectionable material, any inaccurate listing, any inappropriately categorized items, any unlawful items or any items otherwise prohibited by the procedures and guidelines contained in the Help Pages, and to correct any inaccurate listing or any inappropriately categorized items in Mitek Cares.

7. Your Transactions and Obligations. Buyers create different obligations by accessing the Site and using the Services.

• Each item on DCM Direct indicates whether a price has been established to sell. . If you are to purchase a product you are obligated to complete the transaction. DCM Direct purchases are not retractable.

• By entering into this Agreement and (a) purchase, you agree to complete the transaction as described by this Agreement. You acknowledge that by not fulfilling these obligations, your action or inaction may be legally actionable.

• If an item purchased in a DCM Direct is being shipped to Illinois, Wisconsin, Arizona, or Missouri, DCM Direct must charge sales tax on the transaction. DCM Direct will accept Illinois, Wisconsin, Arizona, Missouri resale certificates only if submitted before the purchase of the product.

• Whether directly or through any payment service, if the item cannot be shipped at the close of the sale, Buyer will be notified. Any buyer who believes he/she may be entitled to a refund on this basis should contact the DCM Direct directly.

Illegal Activity

• Compliance with Laws; Fraud. The Site and Services only may be used for lawful purposes and in a lawful manner. You agree to comply with all applicable laws, statutes and regulations regarding use of the Services, including in regard to purchasing items. You may not use an invalid or unauthorized credit card. You may not make purchases under a false name, impersonate any participant. Such fraudulent conduct is a violation of federal and state laws. Fraudulent conduct may be reported to law enforcement, and Mitek Cares will cooperate to ensure that violators are prosecuted to the fullest extent of the law.

Breach. Without limiting other remedies, DCM Direct may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your ability to purchase and refuse to provide our services to you.

8. Privacy, Monitoring and Disclosure.

• Mitek Cares is committed to protecting your privacy. Click here for our general Privacy Policy, which is incorporated by reference into, and made part of, this Agreement. DCM Direct may change the Privacy Policy in the future. You should check the Privacy Policy frequently for changes. Except as authorized herein and unless otherwise authorized or consented, you agree not to use any information regarding other is accessible from the Site or disclosed to you by Mitek Cares except to enter into and complete transactions. You agree not to use any such information for purposes of solicitation, advertising, unsolicited e-mail or spamming, harassment, invasion of privacy, otherwise objectionable conduct or otherwise inconsistent with our privacy policy.

• Investigation. As permitted by applicable law and consistent with our privacy policy, Mitek Cares has the right, but not the obligation, to monitor any activity and content associated with this Site. Mitek Cares may investigate any reported violation of its policies or complaints and take any action that it deems appropriate. Such action may include, but is not limited to, issuing warnings, suspension or termination of service, denying access and/or removal of any materials on the Site, including purchases. Mitek Cares reserves the right and has absolute discretion, to remove, screen or edit any content that violates these provisions or is otherwise objectionable.

• Disclosure of Information. As permitted by applicable law, Mitek Cares also reserves the right to report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other third parties. In order to cooperate with information requests, to protect Mitek Cares's systems and customers, to allow users to resolve disputes, or to ensure the integrity and operation of Mitek Cares's business and systems or other purposes deemed reasonable by Mitek Cares, Mitek Cares may access and disclose any information it considers necessary or appropriate, including, without limitation, user contact details, IP addressing and traffic information, usage history and posted content.

9. No Warranties. THE SITE AND THE SERVICES ARE PROVIDED ON AN "AS IS" BASIS. CUSTOMER'S USE OF AND RELIANCE THEREON ARE AT CUSTOMER'S OWN AND SOLE RISK. MITEK CARES MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION

• THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT;

• THAT THE SITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE OR OPERATE WITHOUT ERROR;

• ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND

• ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF MITEK Cares.

TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, MITEK CARES DISCLAIMS ANY AND ALL SUCH WARRANTIES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, WHICH YOU OBTAIN FROM DCM Direct OR THROUGH THE USE OF SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.

10. General Release. BECAUSE MITEK CARES IS INVOLVED IN TRANSACTIONS BETWEEN THE PURCHASER AND MITEK CARES, IF A DISPUTE ARISES BETWEEN ONE OR MORE PARTICIPANTS, EACH PARTICIPANT RELEASES MITEK Cares (AND ITS AGENTS AND EMPLOYEES) FROM CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.

11. Limitation of Liability. MITEK CARES WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE AND CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE SITE, THE SERVICES, THE INABILITY TO USE THE SERVICES OR THOSE RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES WHETHER SUCH DAMAGES ARISE UNDER THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE.

12. Indemnity. YOU AGREE TO DEFEND, INDEMNIFY AND HOLD MITEK CARES AND OUR SUBSIDIARIES, PARENTS, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, LIABILITIES, COSTS AND EXPENSES (INCLUDING BUT NOT LIMITED TO ATTORNEYS' FEES) ARISING FROM OR IN CONNECTION WITH (A) YOUR BREACH OF THIS AGREEMENT, INCLUDING THE DOCUMENTS INCORPORATED BY REFERENCE; (B) YOUR VIOLATION OF ANY STATE, FEDERAL FOREIGN OR INTERNATIONAL LAWS, CODES OR REGULATIONS; AND/OR (C) YOUR VIOLATION OF ANY THIRD PARTY'S RIGHTS, INCLUDING, BUT NOT LIMITED TO, INFRINGEMENT OF ANY COPYRIGHT, VIOLATION OF ANY PROPRIETARY RIGHT AND INVASION OF ANY PRIVACY RIGHTS. THIS OBLIGATION WILL SURVIVE THE TERMINATION OF THIS AGREEMENT.

13. Applicable Law and Arbitration. The laws of the State of Illinois govern this Agreement and all of its terms and conditions, without giving effect to any principles of conflicts of laws.
YOU AGREE THAT ANY CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT OR OUR SERVICES SHALL BE SETTLED BY BINDING ARBITRATION IN ACCORDANCE WITH THE COMMERCIAL ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION. ANY SUCH CONTROVERSY OR CLAIM SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS, AND SHALL NOT BE CONSOLIDATED IN ANY ARBITRATION WITH ANY CLAIM OR CONTROVERSY OF ANY OTHER PARTY. THE ARBITRATION SHALL BE CONDUCTED IN **(CHICAGO, ILLINOIS)**, AND JUDGMENT ON THE ARBITRATION AWARD MAY BE ENTERED INTO ANY COURT HAVING JURISDICTION THEREOF. EITHER YOU OR MITEK CARES MAY SEEK ANY INTERIM OR PRELIMINARY RELIEF FROM A COURT OF COMPETENT JURISDICTION IN **(CHICAGO, ILLINOIS)**, IF NECESSARY TO PROTECT THE RIGHTS OR PROPERTY OF YOU OR MITEK CARES PENDING THE COMPLETION OF ARBITRATION AND YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY CONSENT AND SUBMIT TO THE EXCLUSIVE JURISDICTION OF SUCH COURTS OVER ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF THESE TERMS AND CONDITIONS.

Licenses

• Your Grant. By entering into this Agreement and purchasing an item, you grant Mitek Cares and its affiliates a non-exclusive, world-wide, royalty-free, irrevocable, right to exercise all copyright, trademark rights, and rights of publicity over the material displayed in purchases in any existing or future media, known or unknown, now or at any later date. This grant shall be limited to Mitek Cares's and its affiliates' use of your materials in connection with the Site and the Services, which may include advertising and promotion for the Site and the Services. Represent and warrant that own or otherwise control all of the rights to the materials displayed in purchases, and that the use of such materials by mitek Cares and its affiliates will not infringe upon or violate the rights of any third party.

• Mitek Cares Grant. Mitek Cares grants a limited license to each participant to make personal use only of the Site and the Services in accordance with this Agreement. This license expressly excludes, without limitation, any reproduction, duplication, sale, resale or other commercial use of the Site and the Services (other than the buying and selling of items in accordance with this Agreement), making any derivative of the Site or the Services, the collection and use of participant e-mail addresses or other participant information, ratings or listings, or any data extraction or data mining whatsoever.

14. Termination. Mitek Cares, at its sole discretion, may terminate or modify this Agreement, access to the Site or the Services, or any current sales immediately without notice for any reason.

15. General Provision

• Entire Agreement. This Agreement and the general terms, conditions set forth on the Site, including but not limited to those set forth in the Help Pages, Privacy Policy, constitute the entire agreement of the parties with respect to the subject matter hereof and supersedes and cancels all prior and contemporaneous agreements, claims, representations and understandings of the parties in connection with the subject matter hereof.

• No Agency; Third-Party Beneficiary. Mitek Cares is not the agent, fiduciary, trustee or other representative of you. Nothing expressed or mentioned in or implied from this Agreement is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy or claim under or in respect to this Agreement. This Agreement and all of the representations, warranties, covenants, conditions and provisions hereof are intended to be and are for the sole and exclusive benefit of Mitek Cares, you, and relying buyers.

• Severability. If any provision of this Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.

• No Waiver. Mitek Cares failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of Mitek Cares right to subsequently enforce such provision or any other provisions of this Agreement.