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SmartShopIt Internet Corporation
Terms of Use Agreement
1. OVERVIEW
1.1 ACCEPTANCE OF TERMS
Welcome to SmartShopIt! SmartShopIt provides the following service to you,
subject to these Terms of Use ("TOU"). By using SmartShopIt,
you agree to these Terms of Use. If you do not agree, you should decline
this TOU, in which case you are prohibited from accessing or using SmartShopIt.
Failure to comply with these TOU may result in account revocation with
notice.
1.2 DESCRIPTION OF SERVICE
SmartShopIt is an Internet-based service that allows its users to create,
exchange, and update online profiles, shopping lists and product pricing.
The site also allows you to review and rate products and retailers (herein
referred to as "SmartShopIt", or "the Service"). Once
registered with SmartShopIt, each user receives his or her own profile
space to post text, data,messages, or information concerning themselves
and their shopping behaviors ("the Content"). This Content
may reside on SmartShopIt's servers or on the servers of a third party.
Upon registration, each user receives access to the features of their
SmartShopIt account, including but not limited to the creation of a profile
and shopping lists.
2. ACCOUNT
SmartShopIt accounts are available in accordance with local law including
the Children's Online Protection Privacy Act (COPPA) which restricts
children under the age of 13 from registering; SmartShopIt accounts are
available for free to all valid registrants provided they contribute
the required amount of data as outlined. Once a username is chosen that
user owns it until the account is deleted, whether by SmartShopIt or the
user.
Members can earn points for contributing shopping information and referring
Members. In the future, if SmartShopIt decides to charge a membership
fee. Members can use these points towards this fee.
2.1 YOUR REGISTRATION OBLIGATIONS
Account registration and verification is required in order to create
a SmartShopIt account. During registration, all users are required to
provide accurate, complete and current information about themselves
in all required fields. Should any of your own information change after
submitting it to SmartShopIt, you are hereby required to update that information
as soon as possible. Should SmartShopIt suspect that your personal information
is not complete, current, or accurate, your account may be subject to
suspension or termination. Should you feel that SmartShopIt's privacy
policy is not sufficient for you to complete the registration form truthfully,
please contact us at by using the [Contact Us] page.
2.2 SmartShopIt PRIVACY POLICY
For information on SmartShopIt's privacy practices, please see the entire
privacy policy at the [Privacy Policy] page.
2.3 EXPIRATION OF USER ACCOUNTS AND MEMBERSHIP POINTS
SmartShopIt may deactivate and archive a user account whence the account
has not being logged in for one year. Deactivated or archived accounts
expire in one year from the user's last log in. All Membership points
associated with the expired accounts expire simultaneously. All Membership
points are valid for use in SmartShopIt's web site when SmartShopIt Inc.
is in normal operation. Should SmartShopIt Inc. cease its operation, all
Membership points will expire immediately.
2.4 USE A RELEVANT AND APPROPRIATE ACCOUNT NAME
You need to select an account name during registration which is not
misleading, offensive or infringing. Failure to do so may cause your
account to be revoked with or without notice.
3. SERVICE
3.1 SPECIAL ADMONITIONS FOR INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to comply with
all local rules regarding online conduct and acceptable content. Specifically,
you agree to comply with all applicable laws regarding the transmission
of technical data exported from the United States or the country in
which you reside.
3.2 GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that SmartShopIt may establish limits concerning use of
the Service and may modify these limits at any time.
3.3 MODIFICATIONS TO SERVICE
SmartShopIt reserves the right to modify or discontinue, temporarily or
permanently, the Service (or any part thereof) with or without notice
at any time. You agree that SmartShopIt shall not be liable to you or
to any third party for any modification, suspension or discontinuance
of the Service.
3.4 YOU ARE SOLELY RESPONSIBLE FOR YOU OWN INTERNET ACCESS TO THE SmartShopIt
WEB SITE.
SmartShopIt does not provide, or guarantee your Internet access to SmartShopIt
web site and you are responsible for all fee required for any such access.
Should there is any loss incurred by any temporary or permanent loss
of such access, SmartShopIt is not responsible or liable for such loss.
3.5 NO RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell, resell or exploit
any portion of the Service, use of the Service, any trademark, or access
to the Service.
3.6 TERMINATION
You agree that SmartShopIt, in its sole discretion, may terminate your
password or account, and remove and discard any content within the Service,
for any reason, including and without limitation, the lack of use, or
if SmartShopIt believes that you have violated or acted inconsistently
with the letter or spirit of the TOU. SmartShopIt may also in its sole
discretion and at any time, discontinue providing the Service, or any
part thereof, with or without notice. You agree that any termination
of your access to the Service under any provision of this TOU may be
effected without prior notice, and acknowledge and agree that SmartShopIt
may immediately deactivate or delete your SmartShopIt account and all
related information and files. SmartShopIt reserves the right to bar any
further access to such files or the Service. You agree that SmartShopIt
shall not be liable to you or any third-party for any termination of
your access to the Service.
3.7 ADVERTISEMENTS AND PROMOTIONS
SmartShopIt reserves the right to run advertisements and promotions on
the SmartShopIt service now and in the future. By using SmartShopIt, you
agree that SmartShopIt has the right to run such advertisements and promotions
with or without prior notice, and without recompense to you or any other
user. The manner, mode and extent of advertising by SmartShopIt on your
journal are subject to change. You agree that SmartShopIt shall not be
responsible or liable for any loss or damage of any sort incurred as
the result of any such dealings or as the result of the presence of
such advertisers on the Service.
3.8 LINKS
The Service, or relevant third parties, may provide links to other web
sites or resources. Because SmartShopIt has no control over such sites
and resources, you acknowledge and agree that SmartShopIt is not responsible
for the availability of such external sites or resources, and does not
endorse and is not responsible or liable for any content, advertising,
products, or other materials on or available from such sites or resources.
You further acknowledge and agree that SmartShopIt shall not be responsible
or liable, directly or indirectly, for any damage or loss caused or
alleged to be caused by or in connection with use of or reliance on
any such content, goods or services available on or through any such
site or resource.
3.8 SmartShopIt PROPRIETARY RIGHTS
You must acknowledge and agree that the Service, and any necessary software
used in connection with the Service (referred to as "Software"),
may contain proprietary and confidential information that is protected
by applicable laws governing intellectual property, proprietary rights
and the like. All SmartShopIt code and specifications are subject to their
said or implied licenses.
4. PROFILE, CONTENT, LICENSE, AND COPYRIGHT
4.1 When you give us Content, such
as product pricing, you grant us a non-exclusive, worldwide, perpetual,
irrevocable, royalty-free, sublicensable (through multiple tiers) right
to exercise the copyright, publicity, and database rights you have in
the content, in any media known now or in the future.
4.2 You also understand that the nature of this site is to provide pricing information to its Members by aggregating the pricing Content provided by Members like you. You agree that you have no claim to the derivative Content produced by SmartShopIt, even though it may be your original Content that helped to generate that Content. You also agree to do what you can to ensure the validity and integrity of the Content you provide, so that subsequent Content will be accurate. Failure to do so may result in the termination of your Account.
4.2 Should any Content
be reported to SmartShopIt as being offensive or inappropriate, SmartShopIt
might call upon the Member to retract, modify, or protect (by means
of private and friends only settings) the Content in question within
a reasonable amount of time, as set forth by the SmartShopIt staff. Should
the Member fail to meet such a request from SmartShopIt staff, SmartShopIt
has the full authority to terminate any such reported and verified offensive
account holding such inappropriate content. SmartShopIt, however, is under
no obligation to restrict or monitor profile content in any way.
4.4 You acknowledge that SmartShopIt does not pre-screen Content, but
that SmartShopIt and its designates shall have the right (but not the
obligation) on their sole discretion to refuse or remove any Content
that is available through the Service. Without limiting the foregoing,
SmartShopIt and its designates shall have the right to remove any content
that violates the TOU or is otherwise objectionable. You agree that
you must evaluate, and bear all risks associated with, the use of any
content, including any reliance on the accuracy, completeness, or usefulness
of such content. Furthermore, SmartShopIt reserves the right to limit
access to your profile, if found in violation of the TOU, by removing
the profile and related user information from the member directory,
search engine, and all other methods used in conjunction with finding
SmartShopIt's users.
5. MEMBER CONDUCT
You understand that all information, data, text, messages or other materials,
whether publicly posted or privately transmitted, are the sole responsibility
of the person from which such Content originated. SmartShopIt does not
control Content posted via the Service and, as such, does not guarantee
the validity of such Content. You also understand that by using the
Service, you may be exposed to Content that is offensive, indecent or
objectionable. Should Content be found or reported to be in violation
with, but not limited to, the following terms, it will be SmartShopIt's
sole discretion as to what action should be taken.
You agree to NOT use the Service to:
(a) Upload, post or otherwise transmit any content that is in
SmartShopIt's opinion to be unlawful, harmful, threatening, abusive, harassing,
torturous, defamatory, vulgar, obscene, libelous, invasive to another's
privacy (up to, but not excluding any address, email, phone number,
or any other contact information with out the written consent of the
owner of such information), hateful, or racially, ethnically or otherwise
objectionable;
(b) Harm minors in any way, as seen by SmartShopIt or applicable law;
(c) Impersonate any person or entity, including, but not limited to,
a SmartShopIt staff member or volunteer, or falsely state or otherwise
misrepresent your affiliation with a person or entity;
(d) Forge headers or otherwise manipulate identifiers in order to disguise
the origin of any Content transmitted through the Service;
(e) Upload, post or otherwise transmit any content that you do not have
a right to transmit under any law or under contractual or fiduciary
relationships (such as inside information, proprietary and confidential
information learned or disclosed as part of employment relationships
or under nondisclosure agreements);
(f) Upload, post or otherwise transmit any content that infringes any
patent, trademark, trade secret, copyright or other proprietary rights
of any party;
(g) Upload, post or otherwise transmit any unsolicited or unauthorized
advertising, promotional materials, "junk mail," "spam,"
"chain letters," "pyramid schemes," or any other
form of solicitation;
(h) Upload, post or otherwise transmit any material that contains software
viruses or any other computer code, files or programs designed to interrupt,
destroy or limit the functionality of any computer software or hardware
or telecommunications equipment;
(i) Interfere with or disrupt the Service or servers or networks connected
to the Service, or disobey any requirements, procedures, policies or
regulations of networks connected to the Service;
(j) Intentionally or unintentionally violate any applicable local, state,
national or international law, including, but not limited to, regulations
promulgated by the U.S. Securities and Exchange Commission, any rules
of any national or other securities exchange, including, without limitation,
the New York Stock Exchange, the American Stock Exchange or the NASDAQ,
and any regulations having the force of law;
(k) "Stalk" or otherwise harass another person or company;
(l) Collect or store personal data about other users for business purposes;
(m) Promote or provide instructional information about illegal activities,
promote physical harm or injury against any group or individual, or
promote any act of cruelty to animals. This may include, but is not
limited to, providing instructions on how to assemble bombs, grenades
and other weapons or incendiary devices;
(n) Use SmartShopIt as a forwarding service to another web site;
(o) Allow usage by others in such a way as to violate SmartShopIt's TOU;
(p) Engage in commercial activities within SmartShopIt or on behalf of
SmartShopIt without prior approval.
If any user is reported to be in violation with the letter or spirit
of these terms, SmartShopIt retains the right to terminate such account
at any time without further warning.
6. INDEMNITY, WARRANTIES, LIABILITY, GENERAL INFORMATION, AND VIOLATION
REPORT
6.1 INDEMNITY
You agree to indemnify and hold SmartShopIt Inc., and its subsidiaries,
affiliates, officers, agents, co-branders or other partners, and employees,
harmless from any claim or demand, including reasonable attorney fees,
made by any third party due to or arising out of your Content, your
use of the Service, your connection to the Service, your violation of
the TOU, or your violation of any rights of another, whether you are
a registered user or not. The user is solely responsible for his or
her actions when using the Service, including, but not limited to, costs
incurred for Internet access.
6.2 DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
(a) YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED
ON AN "AS IS" AND "AS AVAILABLE" BASIS. SMARTSHOPIT
EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
(b) SMARTSHOPIT MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR
REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE,
OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF
THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS,
SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU
THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS
IN THE SOFTWARE WILL BE CORRECTED.
(c) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF
THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL
BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS
OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
(d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU
FROM SMARTSHOPIT OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY
NOT EXPRESSLY STATED IN THE TOU.
6.3 LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT SMARTSHOPIT SHALL NOT BE LIABLE
FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY
DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS,
GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SMARTSHOPIT HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i)
THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT
OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION
OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS
ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS
TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT
OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING
TO THE SERVICE.
6.4 GENERAL INFORMATION
The TOU constitutes the entire agreement between you and SmartShopIt and
governs your use of the Service, superseding any prior agreements between
you and SmartShopIt (including, but not limited to, any prior versions
of the TOU). The laws of the State of California, U.S.A., shall govern
the TOU and the relationship between you and SmartShopIt without regard
to its conflict of law provisions. You and SmartShopIt agree to submit
to the personal and exclusive jurisdiction of the courts located within
Santa Clara County, California, U.S.A. The failure of SmartShopIt to exercise
or enforce any right or provision of the TOU shall not constitute a
waiver of such right or provision. If any provision of the TOU is found
by a court of competent jurisdiction to be invalid, the parties nevertheless
agree that the court should endeavor to give effect to the parties'
intentions as reflected in the provision, and the other provisions of
the TOU remain in full force and effect. You agree that regardless of
any statute or law to the contrary, any claim or cause of action arising
out of or related to use of the Service or the TOU must be filed within
one (1) year after such claim or cause of action arose or be forever
barred. The section titles in the TOU are for convenience only and have
no legal or contractual effect.
6.5 VIOLATIONS
Instructions on how to report violations of these Terms of Service may
be located at the customer service portion of our web site. To expedite
the processing of your report, please carefully follow these instructions.
7. Effective Date, Date Last Modified
This Privacy Policy
is effective as of June 2, 2008.
