Membership Card Rewards Program

MEMBERSHIP CARD REWARDS PROGRAM

TERMS AND CONDITIONS

Eligibility and Enrollment.

Participation in the GotUsed Membership Card Rewards Program (the "Program") is open to all customers in good standing. "You" and "Your" as used in these Terms and Conditions refer to GotUsed customers who are enrolled in the Program. You must complete and sign an application form. You may only enroll in one name and have one membership. Providing false information or omitting any information requested on any enrollment form may be grounds for denying enrollment to participate in the Program.

Fees.

There are no fees to enroll or otherwise participate in the Program.

Points Accrual.

Every member enrolled in the Program will accrue a $5.00 GotUsed Reward Credit for every $150.00 of purchases, excluding taxes, at any participating GotUsed Bookstore. You will also accrue a $5.00 GotUsed Reward Credit for every $150.00 worth of books sold back to a participating GotUsed Bookstore. Adjustments may be made to the points accrued in your account for returned merchandise or from refunds. Any purchases made prior to enrollment in the Program are not eligible for GotUsed Reward Credits.

Points Expiration.

All GotUsed Reward Credits must be used by February 28, 2006. Any GotUsed Reward Credits not redeemed by February 28, 2006, will be forfeited.

Points Redemption.

GotUsed Reward Credits may be redeemed for merchandise at any participating GotUsed Bookstore, but may not be redeemed for cash. GotUsed Reward Credits may not be available on the same day as the required purchase amount is reached. GotUsed Reward Credits currently are not redeemable at gotused.com or any GotUsed member bookstore's website. GotUsed Reward Credits must be surrendered at the time of redemption. By redeeming a reward, you release GotUsed, its subsidiaries and affiliates from any and all liability regarding the redemption or use of any reward or other participation in the Program. GotUsed is not responsible for lost or stolen rewards, reward vouchers, or certificates. Redeemed rewards are not exchangeable for other rewards, or refundable, replaceable, or transferable for cash or credit under any circumstances. Once accrued GotUsed Reward Credits have been redeemed, such Reward Credits cannot be refunded or transferred back onto your Membership Card. GotUsed Reward Credits may not be used to repay any amounts owed to a GotUsed Bookstore arising from the financing of any purchase, including, without limitation, any textbook purchases, whether in the form of a loan, financial aid, voucher, or any other means which results in the delay of payment of your purchase, including, without limitation, a university sponsored debit card or delayed billing arrangement.

Other Membership Benefits.

You may also receive the following benefits with your GotUsed Membership Card:

Merchandise discounts at participating GotUsed Bookstores
Advance notice of prizes, give-aways and store events
Exclusive offers available only to GotUsed Card Members
Automatic entry into the GotUsed Sweepstakes each time you use your Membership Card between October 1, 2005, and January 31, 2006.

Any special offers may include additional terms and conditions. You may not be eligible to redeem some special offers because of your age or other legal requirements. GotUsed reserves the right, in its sole discretion, to determine whether you are eligible for any special offers. You will be automatically entered into the GotUsed Sweepstakes each time you use your GotUsed Rewards Card between October 1, 2005, and January 31, 2006. The terms and conditions of the GotUsed Sweepstakes is governed by the Official Rules which may be found at www.gotused.com.

Value/Transferability.

GotUsed Reward Credits accrued in the Program are non transferable for any reason, whether by operation of law or otherwise, to any other person. Points accrued in the Program have no cash or monetary value.

Additional Eligibility Requirements.

If a GotUsed Bookstore has financed any purchase for you, including, without limitation, any textbook purchase, whether through a loan, financial aid, vouchers, or any other means, or if you have otherwise delayed the payment of your purchases, including any textbook purchases, through any means, including, without limitation, a university sponsored debit card or delayed billing arrangement, and such account is not in good standing (overdue or in collection), your enrollment in the Program may be cancelled and/or any GotUsed Reward Credits accrued in the Program may be forfeited in the sole discretion of GotUsed. Your enrollment in the Program may also be cancelled and/or any GotUsed Reward Credits accrued may be forfeited due to your failure to adhere to the Terms and Conditions governing the Program. Fraud and abuse relating to the earning of GotUsed Reward Credits or redemption of rewards mayresult in forfeiture of accrued Reward Credits as well as cancellation of your Membership Card.

General.

GotUsed assumes no responsibility for any loss or damage of whatever nature resulting from the redemption of GotUsed Reward Credits or your participation in the Program. GotUsed is not responsible for any incorrect or inaccurate information, either collected at the time you registered as a Member or during the course of your participation in the Program. You are responsible for ensuring that your points are properly credited. All questions or disputes regarding eligibility for the Program or the eligibility of GotUsed Reward Credits for accrual or redemption will be resolved by GotUsed at its sole discretion. GotUsed's failure to enforce a particular Term or Condition does not constitute a waiver of that Term or Condition by GotUsed. These Terms and Conditions are governed by the laws of the State of Nebraska, United States of America. GotUsed Reward Credits cannot be replaced or credited if lost, stolen or otherwise destroyed. GotUsed Reward Credits cannot be sold, bought or otherwise transferred. Rewards and redemptions are subject to applicable laws, rules and regulations and are void where prohibited. The GotUsed Reward Card is not a debit, credit or billing card. Program benefits and rewards may be subject to certain taxes. You are solely responsible for the reporting and payment of such taxes.

Program Changes/Availability.

GotUsed rewards membership and its benefits are offered at the sole discretion of GotUsed. GotUsed reserves the right to change, limit, modify or cancel these Terms and Conditions and the rewards at any time, with or without notice, even though such changes may affect the points already accumulated, the ability to use accumulated points, or the ability to obtain certain rewards. GotUsed may, among other things: (a) increase or decrease the number of points required for a reward; (b) withdraw, limit, modify, or cancel any reward; (c) restrict the continued availability of rewards; or (d) change program benefits, conditions of participation, rules for earning, redeeming, retaining, or forfeiting points, or rules governing the use of rewards. The accumulation of points does not entitle members to any vested rights with respect to points, rewards, or program benefits. In accumulating points, members may not rely upon the continued availability of any reward. GotUsed may suspend or terminate the Program at any time it deems necessary. GotUsed reserves the right to change the Program Terms and Conditions at any time. You are subject to and must comply with these Terms and Conditions.

Privacy Policy.

Respecting your privacy is a priority for us. However, in order to keep you apprised of your GotUsed Rewards membership status, it is important that we send you certain program information that may include printed periodic statements of your account and other information necessary for administration and printed or email marketing materials which will inform you of special offers and information we believe would be of interest to you. As a participant in the Program, you have consented to receive all of the kinds of information described above and other communications from us. However, you will be given the opportunity to opt-out of mailings and other communications from us. The collection, use and disclosure of personal information is governed by GotUsed's Privacy Policy.

Address and Name Changes.

Members shall promptly notify GotUsed of any name or address change by updating their unique GotUsed Membership Card Account on www.gotused.com.