USER AGREEMENT

THE FOLLOWING DESCRIBES THE TERMS ON WHICH EpetsonlineOFFERS YOU ACCESS TO OUR SERVICES:

Welcome to our Epetsonline User Agreement. This Agreement describes the terms and conditions applicable to you use of our services at http://www.epetsonline.com if you have any questions,please refer to our User Agreement Frequently Asked Questions. We may amend this Agreement at any time by posting the amended terms on our site. Except as states below, all amended terms shall automaticall be effective 30 days after they are initially posted on our site. This Agreement may not be otherwise amended except in a writing signed by you and Epetsonline. This agreement is effective for all registered users.

1. Membership Eligibility : Our services are available only to individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, our services are not available to minors or to temporarily or indefinitely suspended Epetsonline members. If you do not qualify, please do not use our services. Further, your Epetsonline account (including feedback) and User Id may not be transferred or sold to another party.

2. Fees and Services : Joining and bidding on items at Epetsonline is free. Our Fees and Credit policy is available. We may change our Fees and Credits policy and the fees for our service from time to time. Our changes to the policy are effective after we provide you with at least fourteen (14) days' notice of the changes by posting the changes on the site. However, we may choose to temporarily change our Fees and Credits Policy and the fees for our services for promotional events (for example, free listing days). When you list an item you have an opportunity to review and accept the fees that you will be charged for the use of our listing services. We may in our sole discretion change some or all of our services at any time. In the event we introduce a new service, the fees for that service are effective at the launch of the service. Unless otherwise stated, all fees associated with using our service and our website and all applicable taxes.

3. Pets is Only a Venue :

3.1 Online Auctions : Although we are commonly referred to as an online auction web site, it is important to realize that we are not a traditional "auctioneer". Instead, our site acts as a venue to allow anyone to offer, sell, and buy at anytime, from anywhere, in a variety of formats, including a fixed price format and an auction-style format commonly referred to as an "online auction". We are not involved in the actual transaction between buyers and sellers. As a result, we have no control over the quality, safety or legality of the items advertised, the truth or accuracy of the listings, the ability of sellers to sell items or the ability of buyers to buy items. We cannot ensure that a buyer or seller will actually complete a transaction.

3.2 Safe Trading : Because user authentication on the Internet is difficult, Epetsonline cannot and does not confirm each user's purported identity. Thus, we have established a user-initiated feedback system to help you evalute with whom you are dealing. We also encourage you to communicate directly with potential trading partners through the tools available on our Site. You may also wish to consider using a third party escrow service or services that provide additional user verification.

3.3 Release : Because we are not involved in the actual transaction between buyers and sellers, in the event that you have a dispute with one or more users, you release Epetsonline ( and our officers, directors, agents, subsidiaries and employees) from claims, demand and damages (actual and consequential)of every kind and and nature, known and unkown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.

3.4 Information control : We do not control the information provided by other users which is made available through our system. Please use caution, common sense, and practice safe trading when using our site. Please note that there are also risks of dealing with underage persons or people acting under false pretense.

4. Bidding and Buying : You are obligated to complete the transaction with the seller if you purchase an item through one of our fixed price formats or are the the highest bidder as described below. If you are the highest bidder at the end of an auction( meeting the applicable minimum bid or reserve requirments) and your bid is accepted by the seller, you are obligated tom should be to complete the transaction with the seller, unless the transaction is prohibited by law or by this Agreement. By bidding on an item's description so long as those conditions of sale are not in violation of this Agreement or unlawful. Bids are not retractable except in exceptional circumstances such as when the seller materially changes the item's description after you bid, a clear typographical error is made, or you cannot authenticate the seller's identity.

5. Listing and Selling :

5.1 Listing Description : You must be legally able to sell the item(s) you list for sale on our Site. You must describe your item and all terms of sale on the listing page of our Site.Tour listing may only include text description,pictures and other content relevant to the sale of that item. All listed items must be listed in an appropriate category. All Dutch auction item must be identical. At any one time you may not promote identical items in more than twelve(12) listing(whether Dutch or Regular auction style) on our Site.

5.2 Binding Bids : If you recieve at least one bid at or above your stated minimum price(or in the case of reserve auctions, at or above the reserve price), you are obligated to complete the transaction with the highest bidder upon the auction's completion, unless there is an exceptional circumstance, such as: (a) the buyer fails to meet the terms of your listing ( such as payment method) or (b) you cannot authenticate the buyer's identity.

5.3 Fraud : Without limiting any other remedies, Epetsonline may suspend or terminate your account if we suspect that you(by convicition, settlement,insurance or escrow investigation,or otherwise) have engaged in fraudulent activity in connection with our site.

5.4 Manipulation : Neither you, bidders nor sellers may manipulate the price of any item nor may you interfere with other user's Listings or auctions.

6. Your Information :

6.1 Definition : "Your Information" is defined as any information you provide to us or other users in the registration, bidding or listing process, in any public message area( including the feedback area) or through any email feature. You are solely responsible for your informnation, and we act as a passive conduit for your online distribution and publication of Your Information.

6.2 Restrictions : Your Information (or any items listed):

(a) shall not be false, inaccurate or misleading;
(b) shall not be fraudulent or involve the sale of counterfeit or stolen items,
(c) shall not violate any law, statute, ordinance or regulation(including, but not limited to, those governing export control, consumer protection, unfair competion, antidiscrimination or false advertising);
(d)shall not be defamatory, trade libelous, unlawfully threatening or unlawfully harassing;
(e) shall not contain any virusess, Trojan horses, worms, time bombs cancelbots,easter eggs or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information;
(f)shall not creat liability for us or cause us to lose(in whole or in part) the service of our ISPs or other suppliers; and
(g) shall not link directly or indirectly to or include descriptions of goods or services that

(aa) are prohibited under this agreement;
(bb) are identical to other items you have up for auction but are priced lower than your item's reserve or minimun bid amount;
(cc) are concurrently listed for sale on a web site other than Epetsonline( this does not prevent linking to or advertising an Epetsonline item from another web site); or
(dd) you do not have aright to link to or include. Futhermore, you may not list any item on our site( or consummate any tranaction that was initiated using our service) that, by paying to us the listing fee or the final value fee, could cause us to violate any applicable law, statute, ordinance or regulation.

6.3 License : Solely to enable Epetsonline to use the information you supply us with, so that we are not violating any rights you might have in that information, you agree to grant us a non-exclusive,worldwide,perpetual, irrevocable, royalty-free, sublicensable ( through multiple tiers) right to exercise the copyright,publicity, and database rights( but no other right) you have Your Information, in any media now known or not currently known, with respect to Your Information Epetsonline will only use your information in accordance with our Privacy Policy.

7. Access and Interference : Our web site contains robot exclusion headers and you agree that you will not use any robot, spider, other automatic device, or manual process to monitor or copy our web pages or the content contained herein without our prior expressed written permission. You agree that you will not use any device,software or routine to bypass our robot exclusion headers, or to interfere or attempt tp interfere with the proper working of the Epetsonline site or any auction being conducted on our site. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on our infrastructure. Much of the information on our site is updated on a real time basis and is proprietary or is licensed to Epetsonline by our users or third parties. You agree that you will not copy, reproduce, alter,modify, creat derivative works, or publicly display any content ( except for Your Information) from our website without the prior expresses written permission of Epetsonline or the appropriate third party.

8. Feedback : You may not take any actions that may undermine the integrity of the feedback system. If you earn a net feedback rating of - 3 (minus three), your membership will be suspended, and you will be unable to list or bid.

8.1 Export : You acknowledge that your feedback consists of comments left by other users and a composite feedback number compiled by Epetsonline and that the composite number without comments does not convey your full user profile. Because feedback ratings are not designed for any purpose other than for facilitating trading between Epetsonline users, you agree that you shall not market or export your Epetsonline feedback rating in any venue other than an Epetsonline operated website.

8.2 Import : We do not provide the technical ability to allow you to import feedback from other websites to Epetsonline because a composite number, without the corresponding feedback does not reflect your true online reputation within our community.

9. Breach : Without limiting other remedies, we may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your membership and refuse to provide our services to you

(a) If you breach this agreement or the documents it incorporates by reference;
(b) if we are unable to verify or authenticate any information you provide to us; or
(c) if we believe that your actions may cause legal liability for you, our users or us.

10. Privacy : We use third parties to verify and certify our privacy principles. These organizations are dedicated to building trust in the internet by having member organizations such as E-petonline disclose information practices. Our policy on privacy is held to high standards by these independent third party organzations.

11. No Warranty : WE AND OUR SUPPLIERS PROVIDE OUR WEB SITE AND SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS,IMPLIED OR STATUTORY. WE AND OUR SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Some States do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may have other legal rights that vary from state to state.

12. Liability Limit : IN NO EVENT SHALL WE OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR SITE, OUR SERVICES OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE).

OUR LIABILITY, AND THE LIABBILITY OF OUR SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF

(A) THE AMOUNT OF FEES YOU PAY TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND
(B) $ 100. Some States do not allow the exclusion or limitations of incidental or consequential damages, so the above limitation or exclusion may not apply to you.

13. Indemnity : You agree to indemnify and hold us and( as appilcable) our parent, subsidiaries, affiliates, officers, directors, agents and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or by your violation of any law or the rights of a third party.

14. Legal Compliance : You shall comply with all applicable domestic and international laws, statutes,ordinances and regulations regarding your use of our services and your bidding on,listing, purshase, solicitation of offers to purchase, and sale of items.

15. No Agency : You and Epetsonline are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

16. Additional terms : - Privacy Policy We may change our Privacy Policy from time to time and our changes are effective after we provide you with at least (30) days' notice of the changes by posting the changes on our site and sending emails to users who select such notification.

17. General : This Agreement shall be governed in all respects by the laws of the state of Mo. as such laws are applied to agreements entered into and to be performed entirel within Mo between Mo residents. We do not guarantee continuous, uninterruped or secure access to our services, and operation of our site may be interfered with by numerous factors outside our control. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. You agree that this Agreement and all incorporated agreements may automatically assigned by Epetsonline, in our sole discretion, to a third party in the event of a merger or acquisition. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof. Section 2 ( Fees And Service) with respect to fees owed for our services, 3.3 ( Release), 6.3 (License), 7 (Access And Interference), 12 (Liability Limit), and 13 (Indemnity) shall survive any termination or expiration of this Agreement.
3.4 All users agree that all information of and from PBT ,including but not limited to, user names, addresses, e-mail addresses, phone numbers, processes, functions etc, are proprietary and confidential. It is the propery of PBT and cannot be usesd in any manner without the written consent of PBT's board of directors.