PLEASE READ THE FOLLOWING SaleZap USER AGREEMENT (INCLUDING THE LEGAL DISCLAIMER, LIABILITY LIMITATIONS AND OTHER PROVISIONS BELOW) CAREFULLY BEFORE ACCESSING YOUR USER OR PARTNER ACCOUNT ON OUR WEB SITE OR USING OUR OTHER SERVICES.
By using our Web site, making or accessing a User account or making or accessing a Partner account, you agree to this User Agreement. If you do not agree to this User Agreement, you may not use the Site or our services. You may only use the Site pursuant to the following terms and conditions, which you accept by your use of the Site.
Use of the Site is subject to additional terms and conditions defined by our content providers ("Licensors") as stipulated on applicable pages of the Site, which you accept by your use of such pages. SaleZap, Inc. (“SaleZap”) reserves the right to modify or revise this User Agreement or its other policies at any time at its sole discretion. Any such modifications to the User Agreement shall be effective within twenty-four (24) hours of being posted on the Site unless otherwise stated by SaleZap in writing. You should visit this page frequently to review the terms. Your continued use of the Site following SaleZap’s posting of any changes or modifications to this User Agreement constitutes your acceptance of such changes or modifications. In the event that you do not agree to any changes or modifications of this User Agreement, do not continue to use the Site.
You must be of the age 14 years or older to make or access a User account or a Partner account. You may maintain only one account. Any duplicate accounts will be subject to cancellation. Furthermore, any attempts to violate this Agreement or to defraud us, including but not limited to through the usage of machines, automated services, duplicate or secondary email accounts or false names or other information, will result in termination of any accounts and User and Partner benefits.
3. User and Partner Access
User and Partner benefits are only available via access to our Web site or other services. You must have Internet access and an email address to be eligible to receive the privileges and benefits of a SaleZap account. We are not responsible for your inability to connect to the Internet, log into our Website, or access your SaleZap account, if any.
We have the right to terminate your access to our Web site and our other services and/or delete your account if you breach any of these terms and conditions or if we believe that your ID or password has been stolen or otherwise compromised.
5. Account Access and Password
Upon registration as a SaleZap Partner or SaleZap User, you must select a SaleZap username ("ID") and a password that will allow you to access your SaleZap account (via our Web site) and update your profile information. You must be logged into the site, using your ID and password, to access your account. You may check your account status at any time you are able to access the site. You authorize SaleZap to act on instructions received under your ID and password, and you accept full responsibility for all transactions and other activities that occur under your ID and password. For security purposes, it is recommended that you memorize your password, and do not write it down. You are responsible for keeping your ID, password, and other account information confidential. You agree to immediately notify us of any actual or suspected unauthorized use of your ID or password or any SaleZap services.
SaleZap provides a number of different services to assist you in comparison shopping for products and services on the Site. SaleZap is paid by merchants or other third parties for listing products and services on the Site and for promotions such as featured merchants, featured products, featured partners, and showcases. Additionally, SaleZap provides a venue allowing those who open accounts through the SaleZap Partner services, including both individuals and merchants, to become Partners which will allow for special benefits and services. Such benefits shall include, but may not be limited to: communication with Users, notifications of User preference information, aggregated User data, and other User information. Additionally, Partners shall have access to SaleZap chart and analysis tools which may include User site traffic history information. However, personal identifiable information regarding Users shall not be provided to Partners.
SaleZap may receive a transaction fee or flat fee from a merchant or Partner when a User has completed the purchase of an item made available by a merchant or Partner for sale on SaleZap, or their respective sites.
SaleZap does not sell, resell or license any of the products listed on the Site, nor is SaleZap acting as an agent of sale, and SaleZap disclaims any
responsibility for, or liability related to, such products and services (see Legal Disclaimer and Liability Limitations, below). Any questions, complaints or claims related to any product should be directed to the appropriate merchant or seller.
SaleZap does not warrant that product descriptions, pricing, editorial commentary or any other content of the Site, regardless of its source, is accurate, complete, reliable, current or error-free. Site content is provided for informational purposes only and does not constitute an endorsement by SaleZap of any product, merchant, seller, service, or any reviews or comments thereof regardless of the source of such review or comment. SaleZap assumes no liability for inaccuracy or incompleteness in its search results, tracking features, pricing services, editorial content, user ratings (e.g. user merchant rating, or user product rating) or other content on the Site.
7. Content Submission & Partner Zapping
By contributing or submitting any content to the Site, you warrant that you are the author and sole owner of the intellectual property rights there to or have the necessary license and sublicense rights from the owner, and you grant SaleZap a worldwide, perpetual, irrevocable, royalty-free, transferable right and license to display, use, copy, modify, delete in its entirety, adapt, publish, translate, create secondary works from and/or sell and/or distribute such materials and/or incorporate such materials into any form, medium or technology, and you also grant the right to SaleZap to sublicense any and all of the foregoing rights to third parties, in all cases without notification or compensation to you. In addition, you warrant that all "moral rights" that you may have in those materials have been voluntarily waived by you. None of the materials shall be subject to any obligation on the part of SaleZap, its agents, subsidiaries, affiliates, Partners, investors, Licensors, third-parties, co-brand partners or other partners and their respective directors, officers, employees, agents and representatives. SaleZap reserves the right to change, materially change, condense or delete any content on the Site that SaleZap deems, in its sole discretion, to violate or not adhere to guidelines or any other provision of this Agreement. SaleZap accepts no responsibility to monitor Content posted by Users, Partners, or other third-party affiliates.
You agree that you shall not post or provide any information to/for the Sites: 1) that is known by you to be false, inaccurate or misleading; 2) that infringes any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; 3) that violates any law, statute, ordinance or regulation in any applicable jurisdictions (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination, false advertising and privacy); 4) that is, or may reasonably be considered to be, defamatory, hateful, racially or religiously biased or offensive (including the use of swear words), unlawfully threatening or unlawfully harassing to any individual, partnership or corporation; 5) for which you were compensated or granted any consideration by any third party; 6) that seeks to obtain a commercial advantage; 7) that includes any information that references other web sites, addresses, email addresses, contact information, phone numbers or other personal information such as credit card numbers; or 8) that contains any computer viruses, worms or other damaging or potentially damaging computer programs or files.
In contributing or submitting any content to the Site, you agree not to use a misleading email address, impersonate any person or entity, or otherwise provide any misleading personal information as to the origin of any content that you submit. You should also note your obligations to indemnify SaleZap and its Partners for the content you submit as set forth in the Indemnification section, below.
You agree that you will not use any physical or intellectual device, software or yet-to-be developed routine to bypass our robot exclusion headers, or to interfere or attempt to interfere with the proper working of the Site or any advertising or sales being conducted through the Site or its Partner sites. You agree not to do anything that may inappropriately skew perception, manipulate, distort, or any take any other action that may undermine the integrity and accuracy of SaleZap Partners.
You agree that you will not take any action that imposes an unreasonable or disproportionately large load on SaleZap's computer(s), server systems, or communications infrastructure. You agree that you will not use any software robot, spider, other automatic device or manual process to monitor or copy Site pages or the content contained therein without SaleZap's prior written consent.
"Customer Certified" ratings reflect the responses of actual customers--typically thousands of consumers--surveyed at the point-of-sale for each online merchant. As such, these ratings are informative for those wishing to use them, but they do not guarantee any level of service or performance by an online merchant, Partner, or other third party in any given transaction.
All other ratings reflect responses of hundreds or thousands of actual consumers who are actual online buyers. Again, as such, these ratings are informative for those interested in using them, but they do not guarantee any level of performance by an online merchant, Partner, or other third party in any given transaction.
Participating merchants, Partners, and other third parties may compensate or provide other consideration to us to be presented on our site or to have their product or service offerings featured in our search results, and may also purchase research from us, but in no event does any such payment affect the merchant rating given to any merchant by participating online shoppers.
You agree not to do anything that may inappropriately skew perception, manipulate, distort, or any take any other action that may undermine the integrity and accuracy of, the merchant ratings.
9. Consumer Reviews
The consumer reviews on our site are comments received from actual customers--typically many thousands of consumers--surveyed at the point-of-sale for each online merchant, as well as customers who have elected to post a review on our site. As such, these reviews are informative for the interpretation and practical judgment of those wishing to use them, but they do not guarantee any level of performance by an online merchant or other third party in any given transaction. Additionally, SaleZap, Inc. cannot guarantee the authenticity and/or information of such Consumer Reviews.
Participating merchants, Partners, and other third parties may pay us to be presented on our site or to have their product or service offerings featured in our search results, and may also purchase research from us, but in no event does any such payment affect the reviews by participating online shoppers.
You agree not to take any actions for the purpose of manipulating or distorting, or that may undermine the integrity and accuracy of, the merchant reviews. Furthermore, you agree not to post any review that is false or that contains profanity, personal attacks upon individuals, ethnic slurs, personal information such as credit card numbers, material that violate another's legal rights, or other offensive or inappropriate content for a general shopping audience. By posting a review, you represent that the review is based upon an actual online shopping experience with the merchant being reviewed and irrevocably assign all copyright and other intellectual property rights in the review to SaleZap. SaleZap may publish the review on its Web site or else wherein its discretion and reserves the right to remove or modify the content of any review deemed offensive or in violation of its policies, and all decisions by SaleZap in this regard are without recourse.
10. Partner Use of SaleZap-Provided Code and Linking
SaleZap provides Partners with the ability to embed one or more links (such as in the form of a “Zap” button) that can be selected by SaleZap Users to provide one or more SaleZap services between the Partners and the Users (the “Zap service”). While SaleZap makes every effort to ensure that the code for providing such links is safe and compatible with most web sites, and is committed to working with its Partners to ensure proper functionality of such links and code, you agree upon electing to use/embed such code or link and/or upon requesting that SaleZap assist you in using/embedding such code or link that such code or link is provided AS IS. You agree and acknowledge that SaleZap does not represent or warrant that such code or link will always perform as expected and does not warrant or represent that such code or link will function in your web site without interoperability issues or other problems. You agree that only the properly designated individual (Web site operator, CEO, Chief Technology Officer, etc.) will use our Zap service on your Web site.
SaleZap is committed to providing our Partners the highest quality code, charts, analytics, and other services, and we request that Partners seek our assistance for any problems encountered. SaleZap will use reasonable efforts to assist its Partners to ensure proper operability of the Zap service; however, you agree that your sole remedy for any failure of or problem encountered using the Zap service is: a) for you to remove any code or link from your website, if you are the website operator, or b) for you to refrain from using or selecting such link, if you are User.
SaleZap charts (“Zap Analytics”) are for your reference purpose only, and any error(s) and misinformation contained in them shall not be at the fault or expense of SaleZap, Inc. You agree and acknowledge that SaleZap does not represent or warrant that such Zap Analytics will always perform as expected and it is your sole responsibility to interpret the data contained therein at your own risk.
11. Legal Disclaimer
SaleZap shall not be held responsible or liable for any actions taken, either wholly or in part, based on the information provided on our Web site, or for any loss, damage, expense or injury resulting from any transactions conducted with any online merchant or other third party listed on our Web site. The information, services, products, and materials contained in this Web site or available through our other services, including, without limitation, all text, graphics, and links, are provided on an "AS IS" basis. To the maximum extent permitted by law, SaleZap DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECTTO SUCH INFORMATION, SERVICES, PRODUCTS, AND MATERIALS, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, as well as representations and warranties of title, non-infringement, freedom from computer viruses, worms, and other operating problems, and implied warranties arising from course of dealing or course of performance
In addition, since SaleZap cannot verify all information provided by online merchants and other third parties and errors in gathering or reporting such information that may occur due to the large selection of merchants with many different products and services, SaleZap does not represent or warrant that the information accessible via our Web site or other services is always accurate, complete or current, and shall not be liable for or responsible to honor (or to cause any merchant to honor) any erroneous information regarding the price, description and availability of, or any discounts, offers, promotions, and coupons relating to, and product or service offerings available on our Web site or through our other services. Furthermore, due to the dynamic nature of online shopping, all information regarding such matters is subject to change without notice. SaleZap SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY TO YOU FOR ANY LOSS, DAMAGE, EXPENSE, OR INJURY YOU MAY SUSTAIN THROUGH YOUR RELIANCE UPON INFORMATION OBTAINED FROM OR THROUGH SaleZap'S SERVICES OR YOUR USE OF ANY THIRD PARTY PRODUCTS OR SERVICES, whether or not they were accessed via our Web site or other services.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SALEZAP DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY OR THIRD PARTY RIGHTS REGARDING THE SITE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SALEZAP MAKES NO WARRANTIES OR REPRESENTATIONS REGARDING ANY PRODUCTS OR SERVICES REVIEWED ON THE SITE OR BOUGHT AND/OR SOLD USING THE SITE, OR THAT SELLERS OR BUYERS WILL PERFORM AS PROMISED BY THEM, OR THAT THE SITE, ITS SERVERS, OR E-MAIL SENT FROM SALEZAP ARE FREE OF VIRUSES OR OTHER HARMFUL ELEMENTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SALEZAP WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THESITE, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES, OR ANY DAMAGES RELATED TO LOSS OF BUSINESS OR BUSINESS OPPORTUNITIES.
12. Liability Limitations
In no event shall SaleZap or its affiliates or agents (the "SaleZap Parties") be liable, whether in an action under contract, negligence, or any other theory, arising out of or in connection with the use, inability to use, or performance of the information, services, products, and materials available from this Web site or through our other services, in an amount greater than the lower of (i) the price of the merchandise or service involved in the transaction or proposed transaction as to which one or more SaleZap Parties is held to be negligent or otherwise responsible, or (ii) if no such merchandise or service is involved, or if the value thereof would exceed $50, then a maximum liability limitation of $50 in the aggregate. You and we agree that this is a fair allocation of risk based upon the manner and cost by which SaleZap's services are provided to you, and taking into reasonable consideration your ability to take other measures or consult other resources in connection with purchasing goods and services online. FURTHERMORE, IN NO EVENT SHALL THE SaleZap PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, even if we have been previously advised of the possibility of such damages. Some states may not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitations may not apply to you.
SaleZap shall provide notice to you of any such claim, suit or proceeding.
YOU HEREBY RELEASE, REMISE AND FOREVER DISCHARGE SALEZAP AND ITS PARTNERS AND/OR SERVICE PROVIDERS AND EACH OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, INFORMATION PROVIDERS, SERVICE PROVIDERS, SUPPLIERS, LICENSORS AND LICENSEES, AND ALL OTHER RELATED, ASSOCIATED, OR CONNECTED PERSONS FROM ANY AND ALL MANNER OF RIGHTS, CLAIMS, COMPLAINTS, DEMANDS, CAUSES OF ACTION, PROCEEDINGS, LIABILITIES, OBLIGATIONS, LEGAL FEES, COSTS, AND DISBURSEMENTS OF ANY NATURE AND KIND WHATSOEVER AND HOWSOEVER ARISING, WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HERE AFTER EXIST, WHICH ARISE FROM, RELATE TO, OR ARE CONNECTED WITH YOUR USE OF THE SERVICE.
If you are a California resident, by using the Site, you explicitly waive the rights granted to you under California Civil Code 1542, which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."
15. Third-Party Sites
SaleZap has no authority or control over the business practices of any Partner or third-party merchant or seller, nor does it control in any way the quality, safety or legality of any item listed on the Site or any business transaction that occurs as a result of products listed on the Site.
IN THE EVENT OF A DISPUTE BETWEEN YOU AND A MERCHANT LISTED ON THE SITE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU RELEASE SALEZAP, ITS SUBSIDIARIES, AFFILIATES, CO-BRAND PARTNERS OR OTHER THIRD PARTIES UNDER CONTRACT WITH SALEZAP, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LEGAL REPRESENTATIVES FROM AND AGAINST CLAIMS AND DAMAGES OF ANY KIND, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH A DISPUTE.
16. Dispute Resolution
We strive to resolve any problems, disagreement, or issues that you may have with us or our services in a satisfactory manner. If, however, we are unable to reach a mutually satisfactory resolution, each of us agrees that any claim or controversy between us, or arising in any way out of the use or operation of our Web site or other services, or any information, services, products, and materials contained in this site or available through our other services, shall be resolved by binding arbitration before a single arbitrator of the American Arbitration Association (AAA) in Houston, Texas, Harris county under the rules and procedures of the AAA. Any such dispute shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim of any other party. The arbitrator shall have authority to act upon and resolve all matters in dispute between us (subject to the legal disclaimer and liability limitations set forth above), including the scope and binding effect of this arbitration agreement, and to award arbitration costs and expenses to the prevailing party as determined by the arbitrator. Notwithstanding the foregoing, either party may pursue preliminary or injunctive remedies in an appropriate state or federal court sitting in Los Angeles, California pending the decision of the arbitrator, without waiving the right or affecting the obligation to arbitrate here under.
This User Agreement and Privacy Statement will be governed by and construed in accordance with the laws of the State of Texas, without regard to principles of conflicts or choice of law. Except for disputes arising from an alleged violation of intellectual property rights or breach of confidentiality, for which the injured party may suffer irreparable harm and may seek a restraining order, preliminary injunctive relief, an injunction, specific performance or other equitable relief and/or legal remedies, and actions to enforce the decisions of the arbitrators, for which action may be taken in any court of competent jurisdiction, all disputes arising out of or related to this Agreement, including the scope or application of this Agreement, shall be resolved by arbitration in accordance with the commercial arbitration rules of the AAA then in force, as discussed above.
17. Other Terms
Our Web site and other services are operated and provided in the State of Texas, USA. As such, we make no representation that our Web site or other services are appropriate, legal or available for use in other locations. Accordingly, if you choose to access our site or other services, you agree to do so subject to the internal laws of the State of California. You need to determine whether your use of our site or other services may be prohibited or restricted by local laws in your location, and therefore accept responsibility for compliance with any such laws. We do not guarantee continuous, uninterrupted or secure access to our Web site or other services, and operation of our Web site or other services may be interfered with or negatively impacted by factors outside of our control. This is the entire agreement and understanding between us regarding the subject matter hereof, and may only be modified as provided above. If any provision of this Agreement shall be unlawful, void or unenforceable for any reason, such provision shall be struck and the other provisions shall not be affected thereby and shall remain valid and enforceable to the maximum permissible extent. Headings are for reference purposes only and in no way modify the content or scope or extent of each 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. You agree that this User Agreement, the Privacy Statement, and all agreements and notices incorporated herein may be automatically assigned by SaleZap, in our sole discretion, to a third party. You may not assign your obligations to any other entity. This Agreement shall apply in addition to, and shall not be superseded by, any other written agreement between us relating to your participation as a SaleZap Partner, a SaleZap User, or participation in any other program or service offered by SaleZap, but in the event of any direct conflict this Agreement shall prevail.
18. Copyright and Trademark Information
All content included or available on this site, including site design, text, graphics, interfaces, and the selection and arrangements thereof is © 2009 SaleZap, Inc., with all rights reserved, or is the property of SaleZap and/or third parties protected by intellectual property rights. Permission is granted to individual consumers and our Partners to electronically copy and to print hardcopy portions of this Web site for the sole intent and purpose of using this site as a shopping resource or Partner service. Any other use of materials on this Web site, including reproduction for purposes other than those noted above, modification, distribution, or republication, any form of data extraction or data mining, or other commercial exploitation of any kind, without prior written permission of an authorized officer of SaleZap is strictly prohibited. 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 therein without prior written permission of an authorized officer of SaleZap.
SaleZapTM and SaleZap.comTM are proprietary service marks of SaleZap, Inc. SaleZap's service marks/trademarks may not be used in connection with any product or service that is not provided by SaleZap, in any manner that is likely to cause confusion among customers, or in any manner that negatively impacts or discredits SaleZap.
All other trademarks displayed on SaleZap's Web site are the trademarks of their respective owners, and are not intended to imply any endorsement or affiliation between SaleZap and these companies.
SaleZap disclaims any responsibility for the content of any third party materials provided through or on our Web site or other services. We do desire to respect all copyrights and to respond accordingly when notified of the infringement of those rights. Therefore, and in compliance with 17 U.S.C. § 512, if you believe that any such third party materials infringe your intellectual property rights, please contact the following agent to request a review of the alleged infringement:
Attn: Copyright Agent
11807 Westheimer Road, Suite 550
Houston, TX 77077
19. Address for Notice
All notices should be sent to:
11807 Westheimer Road, Suite 550
Houston, TX 77077
This User Agreement was last modified on January 1, 2011.