Terms & Conditions and License
Welcome to Shopular, a service offered by Shopular, Inc. (“Shopular”). Please read these Terms of Service (the “Terms”) carefully because they govern your use of our services accessible via our mobile device application (“App”), and our website located at www.shopular.com (the “Site”). To make these Terms easier to read, our services, App and Site are collectively called the “Services.”
Agreement to Terms
By using our Services, you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, do not use the Services.
Changes to Terms or Services
We may modify the Terms at any time, in our sole discretion. If we do so, we’ll let you know either by posting the modified Terms on the App, or through other communications. It’s important that you review the modified Terms because if you continue to use the Services after we’ve let you know that the Terms have been modified, you are indicating to us that you agree to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms then you may no longer use the Services. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
ARBITRATION NOTICE: UNLESS YOU OPT OUT OF ARBITRATION WITHIN 30 DAYS OF THE DATE YOU FIRST AGREE TO THESE TERMS BY FOLLOWING THE OPT-OUT PROCEDURE SPECIFIED IN THE “ARBITRATION” SECTION BELOW, AND EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE “ARBITRATION “SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND SHOPULAR WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU ARE WAIVING YOUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.
Who May Use the Services
You may use the Services only if you are: (i) 13 years or older and, if under the age of 18, have obtained consent from a parent or guardian as necessary to form a binding contract with Shopular; (ii) a legal resident of the United States (including the District of Columbia); and (iii) are not otherwise barred from using the Services under applicable law.
Registration and Your Information
If you want to use certain features of the Services you’ll have to create an account (“Account”). In particular, you cannot accrue Cashback Rewards of more than $10.00 or redeem any Cashback Rewards without having a current Account. You can do this via the App or through your account with certain third-party social networking services such as Facebook or Twitter (each, an “SNS Account”). If you choose the SNS Account option we’ll create your Account by extracting from your SNS Account certain personal information such as your name and email address and other personal information that your privacy settings on the SNS Account permit us to access. To create an Account, you will need to provide a valid email address, postal address, your first and last name, and a password.
It’s important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Account. You agree that you won’t disclose your Account password to anyone and you’ll notify us immediately of any unauthorized use of your Account. You’re responsible for all activities that occur under your Account, whether or not you know about them.
Earning Cash Back
Shopular makes it possible for you to earn cash back on many purchases (“Cashback Rewards“). Details on what Cashback Rewards are available, as well as any additional terms or conditions regarding a particular Cashback Award, are described on the Site. When you follow the shopping link to a participating Shopular merchant site and complete an eligible purchase, the merchant will notify Shopular of the purchase, and Shopular will notify you of the amount of Cashback Rewards for which you are eligible. After at most 90 days (to account for any returns, cancellations, discounts or chargebacks), subject to the terms set forth in “Limitations” below, the Cashback Reward amount will be added to your Cashback Rewards account. Once your Cashback Rewards account reaches $10.00, you will become eligible to redeem Cashback Rewards.
Redeeming Cashback Rewards
Once you have accumulated the minimum amount in your Cashback Rewards account, and provided you have an active Account, you can request redemption of your Cashback Rewards via PayPal or other means of redemption that Shopular is then making available. Note that certain redemption methods may be redeemable only in fixed minimum increments. Shopular may add to, remove or modify the available redemption methods at any time. Your receipt of Cashback Rewards may be subject to federal, state and/or local taxes, and you are solely responsible for any and all tax liability arising out of your receipt of Cashback Rewards.
The determination of whether or not a purchase is eligible for Cashback Rewards is at Shopular’s sole discretion. In addition, notwithstanding the terms set forth in “Earning Cash Back” above, you acknowledge and agree that the actual amount of the Cashback Reward that will be deposited into your Cashback Rewards account based on your eligible purchase from a Shopular merchant, if any, is contingent upon the merchant’s timely and full payment to Shopular of the amounts payable to Shopular by such merchant. In addition, we reserve the right to delay or withhold accrual or redemption of Cashback Rewards in the event of technical errors, potential fraudulent activity, or similar issues. You acknowledge and agree that Shopular is not responsible for lost, stolen or mis-delivered payments (including gift cards or other redemption methods), or for errors made by PayPal or other payment providers.
Terminated or Inactive Accounts
If you elect to terminate your Account, any remaining amounts in your Cashback Rewards account will no longer eligible for redemption. In addition, if you do not make any purchase through Shopular or redeem any Cashback Award for 12 consecutive months, your Account will be considered inactive. In such case, Shopular will debit your Cashback Rewards account balance $2.00 per month (or, if lower, the maximum amount permitted in your state) until you reactivate your Account or your Cashback Rewards account balance is zero. If the balance in your account reaches zero, Shopular may terminate your Account permanently.
Access to Merchant Policies
You acknowledge that any products that you purchase from a Shopular merchant through the Services will be covered by the applicable merchant’s return, exchange and shipping policies. For purchases that you make from a Shopular merchant through use of the “quick checkout” feature of the Services, although Shopular will obtain the shipping cost for you during the checkout process, the merchant policies referenced above will not be available for review on the Services, and you will need to access the merchant’s website if you wish to review them.
We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You can submit Feedback by emailing us at email@example.com. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable license, with the right to grant sublicenses, under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
Content and Content Rights
For purposes of these Terms: (i) “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services; and (ii) “User Content” means any Content that users and/or Account holders (including you) provide to be made available through the Services. Content includes without limitation User Content.
Content Ownership, Responsibility and Removal
Shopular does not claim any ownership rights in your User Content that you make available through the Services and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your User Content – for example, we do not claim any ownership in the comments you make about the coupons via the App. Subject to the foregoing, Shopular, its licensors and where applicable some third party merchants exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights – for example, as between Shopular and the merchants, the merchants which are featured within the Services own all right, title and interest in and to the Content included in the merchants’ coupons. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
Rights in User Content Granted by You
By making any User Content available through Services you hereby grant to Shopular a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable license, with the right to grant sublicenses, to use, copy, modify, create derivative works based upon, distribute, publicly display, publicly perform and distribute your User Content in connection with operating and providing the Services and Content to you and to other Account holders.
You are solely responsible for all your User Content. You represent and warrant that you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content under these Terms. You also represent and warrant that neither your User Content, nor your use and provision of your User Content, nor any use of your User Content by Shopular on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
You can remove your User Content by specifically deleting it or contacting us at firstname.lastname@example.org. However, in certain instances some of your User Content (such as posts or comments you make) may not be completely removed and copies of your User Content may continue to exist on the Services. We’re not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
Rights in Content Granted by Shopular
Subject to your compliance with these Terms, Shopular grants you a limited, non-exclusive, non-transferable license to download, view, copy, display and print the Content that is owned by Shopular solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes.
Rights and Terms for Apps
Subject to your compliance with these Terms, Shopular grants you a limited non-exclusive, non-transferable license to download and install a copy of the App on a mobile device or computer that you own or control and to run such copy of the App solely for your own personal non-commercial purposes. Shopular reserves all rights in and to the App not expressly granted to you under these Terms.
You agree not to do any of the following:
- Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances.
- Use, display, mirror or frame the Services, or any individual element within the Services, Shopular’s name, any Shopular trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Shopular’s express written consent;
- Access, tamper with, or use non-public areas of the Services, Shopular’s computer systems, or the technical delivery systems of Shopular’s providers;
- Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Shopular or any of Shopular’s providers or any other third party (including another user) to protect the Services or Content;
- Attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Shopular or other generally available third party web browsers;
- Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Content;
- Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
- Collect or store any personally identifiable information from the Services or App from other users of the Services without their express permission;
- Impersonate or misrepresent your affiliation with any person or entity;
- Violate any applicable law or regulation; or
- Encourage or enable any other individual to do any of the foregoing.
Although we’re not obligated to monitor access to or use of the Services or Content or to review or edit any Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, or to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
Shopular respects copyright law and expects its users to do the same. It is Shopular’s policy to terminate in appropriate circumstances Account holders or subscribers who repeatedly infringe the rights of copyright holders. Please see Shopular’s Copyright and IP Policy at http://www.shopular.com/copyright_policy for further information.
Links to Third Party Websites or Resources
The Services and App may contain links to third-party websites or resources. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such sites. You acknowledge sole responsibility for, and assume all risk arising from, your use of any third-party websites or resources.
We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You may cancel your Account at any time by sending an email to us at email@example.com. Upon any termination, discontinuation or cancellation of Services or your Account, all provisions of these Terms which by their nature should survive will survive, including, without limitation, ownership provisions, warranty disclaimers, limitations of liability, and dispute resolution provisions.
THE SERVICES AND CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
YOU CAN ACCESS COUPONS VIA THE SERVICES AND APP. SHOPULAR MAKES NO REPRESENTATION, WARRANTY, COMMITMENT OR GUARANTEE THAT THE MERCHANT ASSOCIATED WITH SUCH COUPON WILL HONOR SUCH COUPON AND SHOPULAR DISCLAIMS ANY AND ALL LIABILITY TO YOU IN THIS REGARD. USE AND REDEMPTION OF ANY COUPONS IS SUBJECT TO ANY APPLICABLE TERMS AND CONDITIONS OF THE APPLICABLE MERCHANT, AND YOU AGREE THAT YOU HAVE NO RECOURSE AGAINST SHOPULAR SHOULD THE MERCHANT NOT HONOR OR REDEEM A COUPON. YOU FURTHER ACKNOWLEDGE AND AGREE THAT SHOPULAR’S MERCHANTS WILL HAVE NO OBLIGATION TO YOU TO PAY ANY CASHBACK REWARDS AND YOU WILL HAVE NO RECOURSE AGAINST ANY SHOPULAR MERCHANT ARISING OUT OF SHOPULAR’S FAILURE TO PAY ANY CASHBACK REWARDS OR OTHERWISE.
We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any Content.
You will indemnify and hold harmless Shopular and its officers, directors, employees and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your access to or use of the Services or Content; (ii) your User Content; or (iii) your violation of these Terms.
Limitation of Liability
NEITHER SHOPULAR NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES OR CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SHOPULAR HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
IN NO EVENT WILL SHOPULAR’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT EXCEED THE AMOUNTS YOU HAVE PAID TO SHOPULAR FOR USE OF THE SERVICES OR CONTENT OR FIFTY DOLLARS ($50), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO SHOPULAR, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN SHOPULAR AND YOU.
These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions.
Agreement to Arbitrate
You and Shopular agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services or Content (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause (ii), an “IP Protection Action”). Without limiting the preceding sentence, you will also have the right to litigate any other Dispute if you provide Shopular with written notice of your desire to do so by email or regular mail at<Insert Shopular’s address, phone number and postal address> within thirty (30) days following the date you first agree to these Terms (such notice, an “Arbitration Opt-out Notice”). If you don’t provide Shopular with an Arbitration Opt-out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except as expressly set forth in clauses (i) and (ii) above. The exclusive jurisdiction and venue of any IP Protection Action or, if you timely provide Shopular with an Arbitration Opt-out Notice, will be the state and federal courts located in the Northern District of California and each of the parties hereto waives any objection to jurisdiction and venue in such courts. Unless you timely provide Shopular with an Arbitration Opt-out Notice, you acknowledge and agree that you and Shopular are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Shopular otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a general Demand for Arbitration and a separate Demand for Arbitration for California residents.) The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA’s roster of arbitrators. If the parties are unable to agree upon an arbitra7tor within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.
Arbitration Location and Procedure
Unless you and Shopular otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that you and Shopular submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award of damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. Shopular will not seek, and hereby waives all rights it may have under applicable law to recover, attorneys’ fees and expenses if it prevails in arbitration.
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, Shopular will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
Notwithstanding the provisions of the “Changes to the Terms or Services” section above, if Shopular changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to firstname.lastname@example.org) within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of Shopular’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Shopular in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
These Terms constitute the entire and exclusive understanding and agreement between Shopular and you regarding the Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Shopular and you regarding the Services and Content. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable (either by an arbitrator appointed pursuant to the terms of the “Arbitration” section above or by court of competent jurisdiction, but only if you timely opt out of arbitration by sending us an Arbitration Opt-out Notice in accordance with the terms set forth above),, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
You may not assign or transfer these Terms, by operation of law or otherwise, without Shopular’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Shopular may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications provided by Shopular under these Terms, including those regarding modifications to these Terms, will be given by Shopular: (i) via email; or (ii) by posting to the App. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
Shopular’s failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Shopular. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
If you have any questions about these Terms or the Servicesplease contact Shopular at email@example.com.
Last updated: October 16, 2015