Deluxe Partner Rewards Banner Ad Usage Guidelines

License

We hereby grant you a limited, nontransferable, royalty-free, revocable, and nonexclusive license (the "License") in the United States to use the Deluxe-branded banner ad that links to microsoftbusinesschecks.com (“the Materials”) that you will able to access upon acceptance of this agreement, solely for you to promote Deluxe products and services subject to the guidelines herein and other terms and conditions within your relationship with Deluxe (the "Scope of Use"). The Materials may only be accessed and utilized subject to the terms and conditions below and any other requirement or guidelines implemented by Deluxe. The License is not transferable or sub-licensable without the prior written consent of Deluxe. From time to time, Deluxe may provide you with updated versions of the Materials and/or Usage Guidelines. You must implement such updates within thirty (30) days of delivery, and use of the updated Materials shall be subject to all of the terms, conditions, and restrictions herein.

Property Rights

The License provides only the right to use the Materials as specified herein and you do not acquire any rights of ownership, express or implied, in or to the Materials or any other images, trademarks, logos, or other intellectual property rights of Deluxe or any of its affiliated companies or businesses whatsoever. All rights, titles, and interest in and to the Materials and any related documentation provided hereunder shall remain the sole property of Deluxe at all times (including, without limitation, upon termination of the License). You shall not contest the validity of the Materials or Deluxe's exclusive ownership thereof nor assist any third party in efforts to do the same. All goodwill derived from your use of the Materials shall inure exclusively to the benefit of Deluxe.

License Conditions

As a condition to the License, you shall not undertake or engage in the following practices:

a) Use or otherwise incorporate the word "Deluxe" or any other Deluxe Materials or variations, misspellings or derivatives thereof in the domain name of any sites you own or control;

b) Make any representations, either express or implied, or create an appearance or impression, directly or indirectly, that a visitor to your Web site is visiting Our Site, that a visitor to Our Site is visiting your Web site or that Deluxe endorses you or your Web site or your products and services (for example, you are agreeing not to "frame" any pages or portions of Our Site);

c) Purchase or bid for placement of any Deluxe or its affiliated companies' trademarks, URL's, (including "Deluxe"), or for any variations or deliberate misspellings thereof, within any search engine;

d) Use predatory advertising methods designed to generate traffic from sites that do not have approval for the online promotion of our products or services. Predatory advertising is defined as any method that creates or overlays links or banners on Web sites, spawns browser windows, or any method invented to generate traffic from a Web site without that Web site owner's expressed, written permission; or

e) Use the Materials on any unsuitable sites including, but not limited to, those that:
• Promote sexually explicit materials
• Promote violence
• Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
• Promote illegal activities
• Promote Adware or Spyware activities
• Otherwise are considered offensive at Deluxe's discretion
• Do not otherwise meet the criteria of Deluxe

Deluxe Usage Guidelines

a) Background and Clear Space.
The area around the Deluxe banner ad must be clean and uncluttered. Do not use the icons as design elements or incorporate them into any other design, graphic, illustration, or logo. Avoid patterned backgrounds whenever possible.

b) Proper Use of Deluxe Banner Ad
Do not use the Deluxe banner ad in any way that might suggest that Deluxe endorses or is responsible for the content of your Web site. The banner ad can be used only in the approved version provided to you. Always use the electronic artwork provided. Do not alter it in any way. Do not animate, rotate, or otherwise distort any of the designs. Do not use more than one copy of the banner on a Web page. The Deluxe banner ad must be linked directly to microsoftchecksandforms.com.

c) Proper Use for Referring to Deluxe Products or Services.
Use of Deluxe intellectual property to refer to or denote goods or services offered by Deluxe must not appear more prominently than the rest of the text in size, color, or typeface and must not lead customers to believe that the third party's product or service is produced, endorsed, or supported by Deluxe. Any such use must be a fair and accurate representation of that Deluxe product or service and must be shown only in the best light, in a manner or context that reflects favorably on the products or services and on Deluxe.

d) Disclaimers and Disclosures.
You should provide clear and conspicuous webpage disclosures to explain the role and responsibility with respect to products and services offered through linked third-party websites. These should include placement on the appropriate web page by effective use of size, color, and graphic treatment that is noticeable information to customers.

e) Privacy Policy
Deluxe agrees that its web pages will clearly display the appropriate Privacy Policy for the site. You agree that Deluxe may change its Usage Guidelines at any time.

Terms and Conditions

a) Each party will employ commercially reasonable security safeguards to protect customer information from loss, misuse, and unauthorized access.

b) You agree that Deluxe may interrupt access to the respective sites for scheduled maintenance and repair during which times notices will be placed indicating that sites are not available.

c) Upon termination of the License for breach of any of the License Conditions or Usage Guidelines, you will immediately cease use of and remove from your Web site all Materials.

d) Upon termination of the License for any other reason, you will cease use of and remove from your Web site all Materials within 30 days.

DELUXE DISCLAIMER/LIMITATION OF LIABILITY

ALL LICENSED MATERIALS AND ALL UNDERTAKINGS OF DELUXE HEREUNDER ARE PROVIDED BY DELUXE "AS IS" AND DELUXE MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND OR DESCRIPTION, EXPRESS OR IMPLIED, REGARDING THE SAME, AND DELUXE SPECIFICALLY DISCLAIMS ALL SUCH REPRESENTATIONS AND WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF NON-INFRINGEMENT AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. DELUXE MAKES NO EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS THAT OUR SITE WILL OPERATE UNINTERRUPTED OR ERROR-FREE AND WE WILL NOT BE RESPONSIBLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS. IN NO EVENT SHALL DELUXE BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF ANY KIND OR DESCRIPTION, EVEN IF INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.