AGREEMENT (this “Agreement”) BETWEEN CUSTOMER AND FROSCH INTERNATIONAL TRAVEL, INC.

This Web site (www.thetravelrewardcard.com or this “Site”) and any validly issued Travel Reward Card (the “TRC”) have been offered to you, the customer (the terms “you” or “customer” in this Agreement refer to the individual or individuals using this Site and/or redeeming validly issued TRCs) by Frosch Rewards and Incentives, a division of Frosch International Travel, Inc. (“Frosch”), conditioned on your acceptance without modification of this Agreement and its terms, conditions and notices contained herein. Your use of this Site and/or the redemption of a TRC constitutes your agreement to all such terms, conditions and notices contained in this Agreement and the practices stated in this Site’s Privacy Policy incorporated herein by reference.

TERMS AND CONDITIONS OF THIS SITE AND THE TRAVEL REWARD CARD

Card Use
The TRC may only be redeemed by you for travel package(s) (“Package(s)”) set forth on this Site and only for such Packages that are affiliated with the TRC redeemed by you. The TRC has been prepaid and is the property of and issued by Frosch. Once the TRC has been registered on this Site, the TRC shall become inactive and you shall have to use your username and password as created by you during the registration and redemption of your TRC.

Tax Liability
Federal and state income tax liability, and any other federal state, or local taxes applicable to you from the receipt of a TRC are your sole responsibility.  The use of the TRC is void where prohibited by law.  The TRC or any travel related activity procured as a result of the redemption of a TRC cannot be converted to cash. 

Loss, Theft or Fraud
Frosch shall not be responsible for the loss of, theft of, or damage to any TRC and shall not be responsible for the loss of any travel or TRC as a result of identity theft or fraud.

Valid
The TRC is valid for twelve (12) months and two (2) weeks (the “Expiration Date”) from the date Frosch or any of its affiliates issues a TRC. The TRC is subject to this Agreement which is referenced on the TRC and which by accepting the terms and conditions of this Agreement, you acknowledge you have read and fully understand. Any TRC must be redeemed and travel completed by the Expiration Date.

Limitations
The TRC may not be resold, bartered or otherwise transferred to anyone else at any time. You warrant that by accepting the TRC, you will not resell, barter or otherwise transfer the TRC, including reselling, bartering or transferring it on the Internet. Any breach by you of this provision of this Agreement shall constitute a material breach of this Agreement and may result in the immediate termination of the use of the TRC for any purpose or benefit that may accompany the TRC. The minimum time required by Frosch to process a travel package as a result of your redemption of a TRC is at least thirty (30) business days prior to your departure. Packages may not be broken up at any time.

Combination
The TRC may not be combined with or applied to other certificates, gift cards, other travel reward cards, promotions or special offers, including, but not limited to: upgrades, government fares, tour-travel packages, group fares, convention/company meeting fares, bereavement, companion fares, senior citizen discounts, corporate agreements, student fares, child fares, travel industry discounts, Internet fares, frequent flyer programs or any unpublished programs. Frequent flyer miles and/or airline coupons CANNOT be used in conjunction with your TRC for any purpose, including but not limited to upgrades.

Restrictions
All TRC redemption reservation requests must first be made through this Site and second, with the assistance of an Agent (as defined hereinafter under the Section entitled “Use of Frosch Travel Agent”).  The TRC recipient is responsible for all reservations in accordance with this Agreement.  You may not change the format or included feature components of the TRC at any time.  The TRC is not redeemable for cash, credit, or reimbursement.   Frosch is not responsible if the TRC and/or travel documents are lost, stolen, or expired, and the TRC and/or travel documents are void if altered in any way. No photocopy or reproduction of the TRC may be used in place of any TRC at any time. The TRC is void if sold for cash or other consideration. The TRC is only valid for recipients of a TRC residing and flying (if the Package includes air) from the continental United States. It will be at the sole discretion of Frosch to expand the use of the TRC to other countries and/or US states and/or territories. If you have to amend your travel experience once it has entered the Travel Confirmed Stage, the minimum charge is fifty dollars ($50) per person plus any charges in line with the individual hotel, airline, and/or other travel supplier’s specific policy; however, notwithstanding the foregoing, changes to names of the individuals traveling through use of the TRC are never allowed. You will be advised of the exact cost at the time of the revision. Space is subject to availability. Please note that, depending on when you make the change/cancellation and depending on the specific travel supplier used for the various components of your Package, there may be components of your Package that are completely NON-REFUNDABLE. Other restrictions may apply.

Notwithstanding the foregoing, changes and/or additions may be purchased at an additional cost to you through an Agent (as defined hereinafter under the Section entitled “Use of Frosch Travel Agent”). If you fail to show up on your reserved date of travel without notification, it may result in the full forfeiture of your Package, without the possibility of a refund or replacement Package, and the credit card you used to obtain your reservation will be charged in accordance with each vendor’s individual cancellation policy.

Transportation
If a Package includes air transportation, travel will be serviced by American Airlines or as otherwise stated in the Package. All transportation is subject to availability and other conditions, including but not limited to, the availability of certain classes of service. The classes of service that determine whether space is available for travel using the TRC is determined by each participating transportation vendor and is at the sole discretion of Frosch. All transportation tickets issued in conjunction with a Package will be subject to the individual carrier’s Conditions of Carriage and any other rules or regulations of the transportation vendor and/or federal, state or local government agencies. Frosch reserves the right, in its sole discretion, to (i) change transportation vendors included in a Package up to the time travel for the Package is booked and ticketed; (ii) use charter airlines for any Package; and (iii) substitute ground transportation for air transportation if you reside within 150 mile radius of the destination set forth in the Package. No open tickets, open returns, open jaws, stopovers and circle trips are permitted through use of the TRC.

Lodging
Hotel nights must be used consecutively. Hotel rooms are assigned by the hotel at the time of check-in. Requests for specific room types or locations can be requested through an Agent (as defined hereinafter under the Section entitled “Use of Frosch Travel Agent”) at the time of reservation, but are not guaranteed. You will be responsible for charges incurred of a personal nature at a hotel, including but not limited to: phone calls, tips, laundry, beverages, meals, taxi and bus fares, passport and visa fees, etc., unless otherwise stated. You must guarantee hotel reservations with a valid credit card, and you may need to present a hotel travel certificate/voucher at the time of reservation. You must present and surrender the hotel travel certificate/voucher issued to you at the time of your check-in to your reserved hotel. The number of occupants and ages of children allowed per room varies by property according to local fire code and individual hotel policy.

Other Lodging and Transportation Restrictions
Hotels and car rental companies require a valid credit card at the time of check-in/pick-up. The amount of the deposit (“Deposit(s)”) varies depending on the hotel/car rental company, and such Deposit may be as much as $500 or more. Some hotels and car rental companies may put holds on your credit card for the amount of your total expected bill. For car rentals at check-in/pick-up, the driver will need to present his/her own validly issued state driver's license and credit card, which should both match the driver's name. You will need to have an amount equal or greater to the required Deposit(s) in available funds on your credit card to use as a Deposit at check-in/pick-up. If you will be presenting a valid check debit card rather than a valid credit card at the time you retrieve your rental car, the car rental company will place a hold on your card for the deposit amount, and these funds will not be available until the car is returned. Note that many car rental companies will not accept a debit card as a deposit when the vehicle is picked up, and rental will be denied. International car rental companies accept credit cards only and require the traveler to have as much as $1,000 in available funds on the credit card used by you for the Deposit(s).

Information Provided by You
You warrant that all information supplied by you in using this Site and the TRC, including information supplied by you regarding other individuals, is true and complete. You agree that the travel services reservations facilities of this Site shall be used only to make legitimate reservations for you or for another person for whom you are legally authorized to act.

Eligibility
You warrant that you are at least twenty-one (21) years of age and possess the legal authority to enter into this Agreement and use this Site, the TRC and/or other services provided by Frosch in accordance with all the terms and conditions set forth in this Agreement.

Availability
All trips are based on availability at the time of booking. Length of stay restrictions may apply.

Travel Documents
It is the sole responsibility of each passenger traveling through use of the TRC to obtain the necessary documents for travel, including passports and visas. In addition, it is the sole responsibility of passengers traveling through the use of the TRC to make sure the spelling of their names on any tickets matches the spelling of their name on their passports.

Travel Destinations
Although most travel is completed without incident, travel to certain destinations may involve greater risk than others. Frosch urges passengers to review travel prohibitions, warnings, announcements and advisories issued by the United States Government prior to booking travel to international destinations. Information on conditions in various countries and the level of risk associated with travel to particular international destinations can be found at www.state.gov, www.tsa.gov, www.dot.gov, www.faa.gov, www.cdc.gov, www.treas.gov/ofac and www.customs.gov.

FROSCH DOES NOT REPRESENT OR WARRANT THAT TRAVEL TO PARTICULAR DESTINATIONS IS ADVISABLE OR WITHOUT RISK, AND FROSCH IS NOT LIABLE FOR DAMAGES OR LOSSES THAT MAY RESULT FROM TRAVEL TO SUCH DESTINATIONS.

PERSONAL AND NONCOMMERCIAL USE LIMITATION
This Site and the TRC is for your personal and noncommercial use. The content and information on this Site (including, without limitation, availability of travel services), as well as the infrastructure used to provide such content and information, is proprietary to Frosch or its suppliers and providers. Frosch claims all copyright, patent or other proprietary rights in this Site. Accordingly, as a condition of using this Site and the TRC, you agree not to use this Site or its contents or information for any commercial or non-personal purpose (direct or indirect). You agree not to modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell or re-sell any information, software, products, or services obtained from this Site. In addition, whether or not you have a commercial purpose, you agree not to:

LIABILITY DISCLAIMER
IN NO EVENT SHALL FROSCH, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS AND/OR THEIR RESPECTIVE SUPPLIERS BE LIABLE FOR PERSONAL INJURY OR PROPERTY DAMAGE OR LOSS SUFFERED OR INCURRED BY ANY INDIVIDUAL AS A RESULT OF TRAVEL RELATED TO, IN ANY WAY, THE TRC. IN PARTICULAR AND NOT BY LIMITATION OF THE FOREGOING, IN NO EVENT SHALL FROSCH, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS AND/OR THEIR RESPECTIVE SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, THE USE OF THIS SITE AND/OR THE TRC OR WITH THE DELAY OR INABILITY TO USE THIS SITE AND/OR THE TRC, OR FOR ANY INFORMATION, PRODUCTS, AND SERVICES OBTAINED THROUGH THIS SITE AND/OR THE TRC, OR OTHERWISE ARISING OUT OF THE USE OF THIS SITE AND/OR THE TRC, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF FROSCH, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS AND/OR THEIR RESPECTIVE SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

THE INFORMATION, PRODUCTS, AND SERVICES PUBLISHED ON THIS SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. IN PARTICULAR, FROSCH AND ITS AFFILIATES DO NOT GUARANTEE THE ACCURACY OF, AND DISCLAIM LIABILITY FOR INACCURACIES RELATING TO THE INFORMATION AND DESCRIPTION OF THE HOTEL, AIR, CRUISE, CAR AND OTHER TRAVEL PRODUCTS DISPLAYED ON THIS WEBSITE (INCLUDING, WITHOUT LIMITATION, PHOTOGRAPHS, LIST OF HOTEL AMENITIES, GENERAL PRODUCT DESCRIPTIONS, ETC.), WITH THE MAJORITY OF SUCH INFORMATION BEING PROVIDED BY THE RESPECTIVE SUPPLIERS. HOTEL RATINGS DISPLAYED ON THIS WEBSITE ARE INTENDED ONLY AS GENERAL GUIDELINES, AND FROSCH AND ITS AFFILIATES DO NOT GUARANTEE THE ACCURACY OF THE RATINGS. CHANGES, ADDITIONS AND DELETIONS ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. FROSCH, ITS AFFILIATES, AND/OR THEIR RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES ON THIS SITE AND TO THE TRC AT ANY TIME WITHOUT NOTICE.

FROSCH, ITS AFFILIATES, AND/OR THEIR RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE TRAVEL INFORMATION, PRODUCTS, AND SERVICES CONTAINED ON THIS SITE FOR ANY PURPOSE, AND THE INCLUSION OF ANY PRODUCTS OR SERVICES ON THIS SITE DOES NOT CONSTITUTE ANY ENDORSEMENT OR RECOMMENDATION OF SUCH PRODUCTS OR SERVICES BY FROSCH OR ITS AFFILIATES. ALL SUCH INFORMATION, PRODUCTS, AND SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, AND FROSCH, ITS AFFILIATES, AND/OR THEIR RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, PRODUCTS, AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT.

THE CARRIERS, HOTELS AND OTHER SUPPLIERS PROVIDING TRAVEL OR OTHER SERVICES FOR FROSCH ARE INDEPENDENT CONTRACTORS AND NOT AGENTS OR EMPLOYEES OF FROSCH OR ITS AFFILIATES. FROSCH AND ITS AFFILIATES ARE NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY SUCH SUPPLIERS OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM. FROSCH AND ITS AFFILIATES HAVE NO LIABILITY AND WILL MAKE NO REFUND IN THE EVENT OF ANY DELAY, CANCELLATION, OVERBOOKING, STRIKE, FORCE MAJEURE OR OTHER CAUSES BEYOND THEIR DIRECT CONTROL, AND THEY HAVE NO RESPONSIBILITY FOR ANY ADDITIONAL EXPENSE, OMISSIONS, DELAYS, RE-ROUTING OR ACTS OF ANY GOVERNMENT OR AUTHORITY.

INDEMNIFICATION
You agree to defend and indemnify Frosch, its affiliates, and/or their respective suppliers and any of their officers, directors, employees, stockholders and agents from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including but not limited to reasonable legal and accounting fees, brought by (i) you as a result of your breach of this Agreement; or (ii) by third parties as a result of (a) your breach of this Agreement or the documents referenced herein, (b) your violation of any law or the rights of a third party, (c) your use of this Site, or (d) your use of the TRC.

NO UNLAWFUL OR PROHIBITED USE
As a condition of your use of this Site and/or the TRC, you warrant that you will not use this Site and/or the TRC for any purpose that is unlawful or prohibited by this Agreement.

LINKS TO THIRD-PARTY SITES
This Site may contain hyperlinks to Web sites operated by parties other than Frosch. Such hyperlinks are provided for your reference only. Frosch does not control such Web sites and is not responsible for their contents or your use of them. Frosch's inclusion of hyperlinks to such Web sites does not imply any endorsement of the material on such Web sites or any association with their operators.

GENERAL

Governing Law
This Agreement is governed by the laws of the State of Texas, USA, without giving effect to its provisions regarding conflicts or choice of laws, which could result in all or any part of this Agreement being governed by the laws of any other jurisdiction. You hereby consent to the exclusive jurisdiction and venue of courts in Harris County, Texas, USA, in all disputes arising out of or relating to the use of this Site and/or the TRC. Use of this Site or the TRC is void where prohibited by law. Frosch's performance of this Agreement is subject to existing laws and legal process, and nothing contained in this Agreement is in derogation of Frosch's right to comply with law enforcement requests or requirements relating to your use of this Site, the TRC and/or information provided to or gathered by Frosch with respect to such use.

Relationship
You agree that no joint venture, partnership, employment, or agency relationship exists between you and Frosch as a result of this Agreement or use of this Site and/or the TRC.

Severability
If any part of this Agreement 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 this Agreement shall continue in effect.

Entire Understanding
This Agreement (and any other terms and conditions referenced herein, including the Privacy Statement) constitutes the entire agreement between the customer and Frosch with respect to this Site and the TRC, and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the customer and Frosch with respect to this Site and the TRC. A printed version of this Agreement and any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Any rights not expressly granted herein are reserved by Frosch.

USE OF FROSCH TRAVEL AGENT
A feature of the TRC program is the ability for you to have access to a live Frosch travel agent (the “Agent”), access to whom shall only be provided via phone, after your redemption of the TRC and selection of a Package, to assist you in determining the availability of any redeemed travel-related goods and services, to make legitimate reservations or otherwise transact business with suppliers and to purchase (for an additional fee paid by you) additional services as requested by you, including but not limited to certain travel insurance Frosch may provide at an additional cost. You agree to be financially responsible for any additional services purchased through an Agent.

MODIFICATION OF THESE TERMS AND CONDITIONS
This Agreement may be updated by Frosch from time to time, and may be amended to incorporate additional terms specific to certain additional Frosch products or services, including but not limited to the TRC. All such updates and changes are effective immediately upon notice thereof, which Frosch may give by any means, including, but not limited to, posting a revised version of this Agreement or other notice on this Site. You should view this Agreement often to stay informed of changes that may affect you, as your continued use of this Site, the TRC or any other service related to the TRC that Frosch provides or may provide, signifies your continuing consent to be bound by the terms of this Agreement and any amended version of this Agreement. We expressly reserve the right to make any changes to this Agreement, this Site’s contents, and any other service Frosch may provide at any time without prior notice to you.

COPYRIGHT AND TRADEMARK NOTICES
All contents of this Site and the TRC are: ©2006 Frosch International Travel, Inc. The content and information on this Site (including, without limitation, availability of travel services), as well as the infrastructure used to provide such content and information, is proprietary to Frosch or its suppliers and providers. Frosch claims all copyright, patent, trademark, service mark or other proprietary rights in this Site. Other product and company names mentioned on this Site may be the trademarks of their respective owners.

©2006 Frosch International Travel, Inc. All rights reserved.