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Last Updated July 22, 2020 These terms and conditions are effective immediately for those registering accounts after that date and will become effective August 21, 2020 for those with preexisting accounts.
Welcome to Shooger! The following terms and conditions (the “Terms”) form a binding agreement between You ("You") and Mobile Promotions Network LLC (“We”, “Us” or “Our”). All services provided by Us to You are collectively referred to in this Agreement as the "Services". These Terms, together with any operating rules, policies, price schedules, or other supplemental documents expressly incorporated herein by reference and published from time to time by Us (collectively, the “Agreement”), constitutes the entire Agreement between Us and You regarding the Services. By using the Services, You confirm your acceptance of this Agreement.
A. Parties "You" and "Your" refer to you, as a user of the Site. A "User" is someone who accesses, browses, crawls, scrapes, or in any way uses the Site. "We," "Us," and "Our" refer to Mobile Promotions Network LLC.
B. Content "Content" means text, images, photos, audio, video, location data, and all other forms of data or communication. "Your Content" means Content that you submit or transmit to, through, or in connection with the Site, such as ratings, reviews, compliments, invitations, messages, and information that you publicly display or displayed in your account profile. "User Content" means Content that users submit or transmit to, through, or in connection with the Site.
II. Use of Services
You agree that:
• You are 18 years of age or older;
• You are legally able, and willing to comply with the terms of this Agreement;
• You will need to register to use the Services by creating an account (directly, or through a Shooger application, or through a cooperating service) in order to obtain access to certain features of the Services;
• You agree to be financially responsible for your use of the Services (as well as for use of your account by others, including minors living with you) and to comply with your responsibilities and obligations as stated in this Agreement;
• You will provide accurate information when registering for the Services, and update your information if it changes during your use of the Services;
• You are solely responsible for your account information and all activities that occur during your use of the Services;
• You are solely responsible for preventing unauthorized use of the Services using your unique account identifying information (such information may include a User ID, Phone Number and/or Password). Once You become a registered user of Services, a confirmation will be automatically sent to You by email. You may change your password to protect your account after logging in to the Shooger website. You agree to immediately notify Shooger of any unauthorized use of your account or any other breach of security known to you;
• In addition to being a Customer of the Services, you may participate in the Services by making Offers to other users of the Services as a Merchant. Merchants are entitled to use the Services available to all Customers, and certain other features of the Services that are not available to other Customers. As a Merchant, where indicated below, certain terms of the Services will specifically apply to You. In addition, certain types of Offers You make to our customers may be subject to additional terms that are set forth in a separate written agreement between You and Us;
• You will obtain and pay for all equipment and third-party services (e.g., Internet access, email service and mobile service) required for You to access and use the Services;
• You will be responsible for all charges resulting from use of your Shooger account, including unauthorized use prior to your notifying Shooger of such use and taking steps to prevent its further occurrences;
• You will not copy, publish, republish or distribute any part of the Services in any form without Our prior written authorization;
• You will not use the Services or any content contained within the Services for any commercial solicitation purposes;
• You will not use the Services to collect any personally identifiable information of any of our users or any third parties (including account information, email addresses, etc.), including, without limitation, for commercial purposes;
• You will not promote or use any illegal activities while using the Services;
• You will not use the Services for unsolicited advertisements or spam;
• The Services make use of the Internet for You to send and receive information. As a result, your conduct is subject to Internet regulations, policies and procedures. You agree not to use or reference the Services for chain letters, junk text, notifications, alerts, or junk mail, spamming or any use of distribution lists to any person who has not given specific permission to be included in such a process;
• You will not interfere with another Customer's use and enjoyment of the Services or another entity's use and enjoyment of similar services;
• You will not use any automated or manual processes to harvest information from the Services, or attempt to interfere with the proper functioning of the Services;
• You will not impersonate another person, including, without limitation, a customer or Merchant;
• You will not upload or transmit any worm, virus, or other potentially malicious code;
• You will not attempt to access any portion of the Services for which You do not possess access rights;
• You will not attempt to disassemble or reverse engineer the Services, or attempt to derive any source code or underlying structure of the methods, tools, processes and infrastructure of any portion of the Services;
• You will not upload, distribute or disseminate any information that may be harmful to minors;
• Your use of the Services is subject to all applicable local, state, national and international laws and regulations (including without limitation those governing account collection, export control, consumer protection, unfair competition, anti-discrimination, securities laws or false advertising).
A. Responsibility for Your Content You are responsible for Your Content, and once published, it cannot always be removed. You assume all risks associated with Your Content, including anyone's reliance on its quality, accuracy, or reliability, or any disclosure by you of information in Your Content that makes you personally identifiable. You represent that you own, or have the necessary permissions to use and authorize the use of Your Content as described herein. You may not imply that Your Content is in any way sponsored or endorsed by Shooger. You may expose yourself to liability if, for example, Your Content contains material that is false, intentionally misleading, or defamatory; violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; contains material that is unlawful, including illegal hate speech or pornography; exploits or otherwise harms minors; or violates or advocates the violation of any law or regulation.
B. Our Right to Use Your Content We may use Your Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms ("Other Media"). As such, you hereby irrevocably grant us world-wide, perpetual, non-exclusive, royalty-free, assignable, sublicensable, transferable rights to use Your Content for any purpose. Please note that you also irrevocably grant the users of the Site and any Other Media the right to access Your Content in connection with their use of the Site and any Other Media. Finally, you irrevocably waive, and cause to be waived, against Shooger and its users any claims and assertions of moral rights or attribution with respect to Your Content. By "use" we mean use, copy, publicly perform and display, reproduce, distribute, modify, translate, remove, analyze, commercialize, and prepare derivative works of Your Content.
C. Ownership As between you and Shooger, you own Your Content. We own the Shooger Content, including but not limited to visual interfaces, interactive features, graphics, design, compilation, including, but not limited to, our compilation of User Content and other Site Content, computer code, products, software, aggregate user review ratings, and all other elements and components of the Site excluding Your Content, User Content and Third Party Content. We also own the copyrights, trademarks, service marks, trade names, and other intellectual and proprietary rights throughout the world ("IP Rights") associated with the Shooger Content and the Site, which are protected by copyright, trade dress, patent, trademark laws and all other applicable intellectual and proprietary rights and laws. As such, you may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of the Shooger Content in whole or in part except as expressly authorized by us. Except as expressly and unambiguously provided herein, we do not grant you any express or implied rights, and all rights in and to the Site and the Shooger Content are retained by us.
D. Advertising Shooger and its licensees may publicly display advertisements and other information adjacent to or included with Your Content. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without specific notice to you.
E. Other User Content (including any that may have been created by users employed or contracted by Shooger) does not necessarily reflect the opinion of Shooger. We reserve the right to remove, screen, edit, or reinstate User Content from time to time at our sole discretion for any reason or no reason, and without notice to you. For example, we may remove a review if we believe it violates our Content Guidelines. We have no obligation to retain or provide you with copies of Your Content, nor do we guarantee any confidentiality with respect to Your Content. You will not submit content that is copyrighted or subject to other proprietary rights, unless You are the owner of such rights or have appropriate permissions from the owner of such rights to submit such content through the Services. You will not post, transmit, distribute or use Content that misappropriates a trade secret or infringes any patent, copyright, trademark or other form of intellectual property of a third party, or that violates the privacy, confidentiality or other rights of a third party;
You will not post, transmit, distribute or use any Content that is inaccurate, or that might cause any damage to the Services or to any of the users or participating providers of the Services;
You will not obscure or alter Content posted by other users, Merchants or participating providers of the Services;
You will indemnify, defend and hold Shooger harmless from and against any and all liabilities, suits, costs and expenses (including, but not limited to reasonable attorneys fees) arising from your use of third party Content available through the Services (including any links or references to information at third party sites or services), and any use, transmission, distribution or publication by Shooger of Content posted by You, including, without limitation, as a result of the actual or alleged infringement by any portion of such Content of the intellectual property rights of any third party.
You represent and warrant that You have the necessary licenses, rights, permissions and consents to use, publish, transmit and distribute, and authorize Shooger and its users to use, publish and distribute all Content posted by You and all portions of such Content; Shooger has the right to determine whether any of the Content posted by You is appropriate or in compliance with this Agreement, and to modify or remove all or any portion of such Content;
Shooger reserves the right to take any action that Shooger deems necessary or appropriate in its sole discretion with respect to Content posted by You, including, without limitation, if Shooger believes You or any of such Content may create liability for Shooger or any of its users, compromise or disrupt the Services for You or other customers, or cause Shooger to lose or disrupt (in whole or in part) the Services, the services of Shooger's ISPs or other suppliers and partners;
All Content made available by You through the Shooger Service must follow the Mobile Marketing Association Consumer Best Practices guidelines and Code of Content. Shooger reserves the right to remove any portion of Content posted by You, or deactivate any user’s access to Services at any time for Content that it deems inappropriate, restricted, or conflicting, or for any other reason. This includes, but is not limited to the following: Alcohol marketing should not directly promote the use of or consumption of alcohol; Any reference to the abuse of alcohol, drugs, tobacco or other controlled substances is strictly prohibited. This includes verbal and non-verbal actions in which a person could conclude that promotion of drug use is intended.
IV. Privacy, Security and Confidentiality
The Services enable Customers to view offers (“Offers”) for products and services provided by participating Merchants, and to obtain coupons, tokens or vouchers, either free or through a purchase (collectively “Offer Vouchers”) that can be used in connection with the purchase, redemption and use of products and/or services provided by Merchants. Offers and Offer Vouchers are subject to terms as described in this Agreement.
Offers and Offer Vouchers posted or available through the Services may have schedules indicating when they become available and when they cease to be available to buy or use. These schedules may be set by the Merchant that creates an Offer, or by Shooger in association with a participating Merchant or partner.
Offers available through the Service may also be limited in other ways. For example, they can be limited to a certain number of uses by an individual customer, or to a limited number of customers in aggregate, or limited to specific geographies, or to certain time intervals, or in a combination of these or other limitation methods.
Each Offer may have other specific terms associated with it, which if present, will be made available to You at the time You commit to purchase that offer. Offer specific terms shall supersede any other offer terms in this Agreement, except to the extent that such terms are prohibited by applicable laws.
Unless otherwise stated in an Offer or otherwise required by law, the following terms shall apply to all Offers:
Offers and Offer Vouchers do not have any cash value;
• No credit or cash back will be issued for partial use of a paid or promotional portion of an Offer or Offer Voucher;
• The issuance of any credits for Offers is at the sole discretion of the Merchant
• Offers and Offer vouchers cannot be used for taxes, tips, shipping and handling, or other balances owed, as applicable;
• Neither Shooger, nor any of its participating Merchants or partners are responsible for lost or stolen Offers or Offer Vouchers;
• Unauthorized use, duplicate or multiple use, sale or trade of an Offer or Offer Voucher is prohibited;
• Unless expressly stated at the time an Offer is purchased, the Offer or Offer Voucher price will not include any sales tax, value added tax or other form of tax, which may be charged to You separately by the Merchant at the time when You use the Offer Voucher;
• Offers and Offer Vouchers cannot be combined with other Offers unless specifically noted in the applicable Offer or Offer Voucher;
• The use of an Offer or Offer voucher for alcoholic beverages is at the sole discretion of the offering Merchant, unless otherwise noted on the Offer or Offer Voucher;
• Purchases may have statutory limitations on the amount of the Offer Voucher value that can be used or redeemed for alcoholic beverages. Compliance with such statutes or codes is the responsibility of the Merchant, and Shooger has no role or responsibility in such determination or action on the part of the Merchant;
• While Shooger markets Offers and may act as an agent in selling Offers on behalf of participating Merchants, each Merchant is the issuer of its Offers and Offer Vouchers, and shall be fully responsible for any and all liabilities, costs, claims, damages, injuries or illnesses suffered by or in respect of a customer, caused in whole or in part by the Merchant or its products or services, as well as for any unclaimed liability arising from unused or unredeemed or partially redeemed Offers and Offer Vouchers;
• When purchasing an Offer, You have the right to print the Offer Voucher issued by the offering Merchant and to use the Offer Voucher according to the Terms specified in the Offer terms and in the terms of this Agreement;
• As an incentive to encourage You and other users of the Service to purchase Offers, Shooger may from time to time, offer special contests, sweepstakes or other form of promotions. Any applicable rules for such promotions will be posted on our website. Shooger reserves the right to interpret these rules at our sole discretion, and You hereby agree to such interpretation;
• Some or all products and services offered for purchase or as described in the Services may not be available to persons residing in certain geographic areas or jurisdictions. Shooger reserves the right to exclude or otherwise limit the availability and provisioning of an Offer to persons living in any geographic area or jurisdiction, and does not warrant or represent that any product or service described in the Services will be available for purchase, or that any Offer or Offer Voucher will be available to all users;
• The Merchant may be responsible for allowing You to use or redeem an Offer Voucher for a period of time beyond the expiration or “use by” date specified on the Offer Voucher. While the expiration or “use by” date on the Offer Voucher dictates the last date that the Offer Voucher can be used for the stated Offer, applicable law may provide that the Merchant is responsible for honoring the cash value that You paid for the Offer Voucher, for a period of time that extends beyond the stated expiration date on the Offer Voucher. If You have an Offer Voucher that has expired and would like to use or redeem it for the price You paid for it, please contact the Merchant. The Merchant may be required by applicable law to allow such use or redemption of your Offer Voucher. If You have contacted the Merchant and the Merchant has refused to allow use or redemption of your Offer Voucher, and if applicable law entitles You to such redemption, please contact Shooger in writing and explain your issue, and, if Shooger confirms such entitlement, Shooger will refund the purchase price of the Offer Voucher, either in the currency that the Offer Voucher was purchased, or in the form of credit towards the purchase of future Offer Vouchers from Shooger, as determined by Shooger;
• If you purchase an Offer or Offer Voucher, do not use or redeem it, and change your mind within 2 days of the date of your purchase, Shooger will refund of the purchase price the Offer or Offer Voucher actually paid by You. After this period, Shooger will not provide any refunds, unless You are unable to use an Offer Voucher before its expiration date because the offering Merchant has gone out of business. Any such refund may be paid (as determined by Shooger) via check in the currency in which You paid for the Offer or Offer Voucher, via refund to the credit card by which you paid for such Offer or Offer Voucher, or in the form of a credit towards your future purchase of additional Offer(s) or Offer Voucher(s).
You agree to pay any and all charges associated with your use of the Services. Shooger reserves the right to charge and collect value-added taxes ("VAT"), sales or other taxes on the Services as it deems appropriate or as otherwise required by law, and Shooger reserves the right to change prices or institute new charges for access to or use of Shooger Services. All changes will be posted by Shooger on the Shooger website. You are responsible for regularly reviewing such pricing information to obtain timely notice of such changes. Continued use of the Services or non-termination of your Shooger account after changes are posted constitutes your acceptance of the prices as modified by the posted changes.
Unless you apply for and are pre-approved by Shooger for invoiced billing as described below, payment of your Shooger account balance is due at the time of a purchase, or on a recurring basis, in accordance with your payment plan, in the currency in which You are billed, and must be made by the credit or debit card designated by You for Shooger use and transactions. If your account is pre-approved by Shooger for invoiced billing, charges will be accumulated, identified by Customer identification number and invoiced on a monthly basis. If the payment method for your account is by credit or debit card and Shooger does not receive payment from the card issuer (or its agent or affiliate), You agree to pay all amounts due upon demand by Shooger. Each time You use the Services, or allow or cause the Services to be used, You agree and reaffirm that Shooger is authorized to charge your designated card. Except as otherwise expressly provided in this Agreement, all amounts paid by you under this Agreement are nonrefundable. Your card issuer's agreement governs your use of your designated card in connection with the Services, and You must refer to such agreement (not this Agreement) with respect to your rights and liabilities as a cardholder. You agree that Shooger may (at its option) accumulate charges incurred during your billing cycle and submit them as one or more aggregate charges during or at the end of each cycle, and that Shooger may delay obtaining authorization from your card issuer until submission of the accumulated charge(s). This means that accumulated charges may appear on the statement You receive from your card issuer.
IF CLIENT PROVIDES Shooger WITH CREDIT CARD, DEBIT CARD, OR BANK ACCOUNT INFORMATION, CLIENT AUTHORIZES Shooger TO USE SUCH PAYMENT INFORMATION TO AUTOMATICALLY CHARGE CLIENT ON A RECURRING BASIS TO COLLECT ALL FEES DUE HEREUNDER. CLIENT REPRESENTS THAT HE OR SHE IS AUTHORIZED TO INCUR CHARGES AGAINST THE PAYMENT CARD USED TO PURCHASE Shooger ADS AND SERVICES. THE FORM OF PAYMENT CANNOT BE CHANGED OR ALTERED UNLESS ALL AMOUNTS DUE UNDER THE TERMS HAVE BEEN PAID IN FULL OR OTHERWISE AGREED TO BY THE PARTIES IN WRITING.
To view your current account balance, along with billing details and any accumulated charges, please login to your account at the Shooger website.
For Merchant accounts, any activation fees, and/or recurring service fees, as applicable, are payable in advance and may be refunded or partially refunded on a case by case basis according to Company refund policies. You agree that for Merchant accounts payable through recurring subscription fees, Shooger may submit charges for your recurring service fee in each billing cycle, without further authorization from You, until You provide prior notice (in accordance with Shooger's verification procedures, as may be established by Shooger from time to time in its sole discretion) that You have terminated this authorization or wish to change your designated card/payment method. Such notice will not affect charges submitted before Shooger reasonably could act on your notice. If You sign up for more than one Shooger Merchant account, your first payment for such additional accounts may be prorated to coincide with the annual anniversary of your first account. If You have any question regarding any charges that have been applied to your account, You must contact Shooger's Customer Service Department within thirty (30) days of the charge date, in writing, by sending an email to: firstname.lastname@example.org. Failure to use your account will not be deemed a basis for refusing to pay any charges submitted by Shooger in accordance with this Agreement.
VIII. Merchant Subscriptions
If You subscribed for a Merchant account pursuant to a special offer granting You a free trial period, your activation fee and initial monthly service fee will be PRE-AUTHORIZED AGAINST YOUR CREDIT CARD OR DEBIT CARD LIMIT (meaning the amounts pre-authorized will not be considered available credit or debit funds in such account) and will be immediately charged to your credit or debit card or bank account (ACH), without further authorization from You, upon the expiration of such free trial period, unless You provide prior notice (in accordance with Our verification procedures, as may be established by Us from time to time in Our sole discretion) that You have terminated this authorization prior to the expiration of the trial period; provided, however, that such notice will not affect charges submitted before We reasonably could act on your notice.
If You subscribed for a Merchant account pursuant to a special offer granting a pre-paid discount for a fixed period of time, your pre-paid fees are payable in advance and may be refunded or partially refunded on a case by case basis according to Company refund policies. In addition, your initial service fee for the billing cycle immediately following your pre-paid period will be PRE-AUTHORIZED AGAINST YOUR CREDIT CARD OR DEBIT CARD LIMIT and will be immediately charged to your credit or debit card or bank account (ACH), without further authorization from You, upon the expiration of such pre-paid period, unless You provide prior notice (in accordance with Our verification procedures, as may be established by Us from time to time in Our sole discretion) that You have terminated this authorization; provided, however, that such notice will not affect charges submitted before We reasonably could act on your notice.
Some Merchant Services may be payable in advance by deposit of a fixed amount as set from time to time by Us. Merchants with higher service needs may increase the size of their deposit by logging into their account at the Website or by contacting Customer Service. This deposit will be due and payable immediately upon your use of the Services (or, in the event You are provided with a free or included credit, upon your depletion of such credit). As a result, the first time You use any of these Services (following your depletion of your free or included credit, if any), your credit or debit card or bank account (ACH) will immediately be charged an amount up to, but not exceeding the aggregate amount of such deposit without further authorization from You. Your deposit will thereafter be depleted based upon your use of the Services or any other usage-based charges, according to standard rates for these Services. Thereafter, each time your deposit is depleted, your credit or debit card or bank account (ACH) will be immediately charged for another fixed deposit in the same amount as the prior deposit (or a fraction of your prior deposit), will be immediately charged to your credit or debit card or bank account (ACH), subject to Your prior authorization as designated by You in your preferences for automatic charging for Services. This deposit will thereafter be depleted based upon your use of Our usage-based Services, according to Our rates for these Services.
Merchant “Pay-per-Call” and “Pay-per-Lead” – both to be referred to as “PPL” in these Terms hereto forth - subscriptions are based on a pre-determined price per action and monthly budget as determined by You and Our Sales Representative at the moment of initial sign up for Our services. PPL subscriptions require a minimum duration of active service of 3 months (90 days). Cancellation is possible at any time after that 3-month (90 day) period. In addition to Your monthly service fee for using Our advertising platform, You’ll only be charged each time We acquire a lead for You as defined by Your subscription. Your budget can be modified (increased or decreased) by You either in writing or with Your verbal consent over a phone conversation with one of our Sales or Customer Service Representatives.
The definition of a Lead is established at the moment of sign-up for Our service. In some cases a Lead is defined as a Phone Call to Your Call Tracking phone number which exceeds an amount of time agreed to by You and one of Our sales representatives. This minimum call duration can be 30, 45, 60, or 90 seconds. In other cases a Lead can be defined as a potential customer who has visited Your Business Conversion Website on Our platform and who fills out a contact form which You then receive as a Lead by email and through Your Merchant App or Merchant Backend.
All PPL subscriptions are accompanied by a Call Tracking Number – known hereto forth as a “CT#” - which is owned by Us and attributed exclusively to You. This number is Our property for the duration of Your subscription to our service and You have the ability to set and change the Destination Phone Number – known hereto forth as a “DP#” - to which this CT# is routed. Access to phone call recordings is available, by default, from Your Merchant Backend and can at any time be removed as per Your request. At the time of Cancellation or Termination of services, Your CT# becomes unused and can be recovered by You only by specific written request in the 30 day period following Your subscription’s termination.
In the event We submit charges for your Merchant account for recurring service fees and those charges are rejected by your card issuer (or its agent or affiliate), You hereby authorize Us to use your deposit to pay for any monthly service fee due until We are able to successfully charge your card or account. In the event We are subsequently able to successfully process your monthly service fee through your credit or debit card or bank account (ACH), We will automatically replenish your deposit for all monthly service fees paid from your deposit and will charge your credit or debit card or bank account (ACH) in an amount equal to this amount and You hereby authorize Us to do so. You agree that We may submit charges for these deposits without further authorization from You, until You provide prior notice (in accordance with Our verification procedures, as may be established by Us from time to time in Our sole discretion) that You have terminated this authorization or wish to change your designated card or account; provided, however, that such notice will not affect charges submitted before We reasonably could act on your notice. Upon Our receipt of Your notice (in accordance with Our verification procedures, as may be established by Us from time to time in Our sole discretion) from You that You have terminated this authorization, You will be entitled to a refund of any unused portion of your most recent deposit, unless there are any outstanding charges resulting from use of your account (including those charges described in the preceding paragraph), in which case the remainder of your deposit will be applied to satisfy such charges.
You agree to promptly notify Us of changes to the type, account number, expiration date, CVV, Address, or status (Active, Cancelled, lost, etc.) of your designated credit or debit card or bank account (ACH), or in any changes to your payment method on record.
Either You or Shooger may terminate your Shooger account at any time, with or without cause, upon written notice to the other party. Any such notice by You to Shooger must be in accordance with Shooger's verification procedures, as such procedures may be established and changed by Shooger from time to time in its sole discretion, and which may include the requirement that You contact Shooger by phone to confirm that any such notice was in fact sent by You. Shooger also reserves the right to terminate or suspend your Shooger account without prior notice, provided that Shooger will attempt to confirm such termination or suspension by subsequent notice.
Without limiting the foregoing, Shooger may terminate your account without notice if You or an intermediary blocks or filters any emails sent by or on behalf of Shooger to your email account(s) or your phone(s) where You receive your messages.
Subject to any applicable laws, Shooger reserves the right to suspend or terminate your Shooger account without notice upon rejection of any credit or debit card charges or if your card issuer (or its agent or affiliate) seeks return of payments previously made to Shooger when Shooger believes You are liable for the charge and all other fees and costs incurred by Shooger in connection with such rejection or return payment. Such rights are in addition to and not in lieu of any other legal rights or remedies available to Shooger. Notwithstanding the termination of this Agreement or your Shooger account for any reason, you shall be responsible for all amounts chargeable to you under this Agreement before such termination became effective. In addition, our license to all Content provided to Us by You, your obligation to indemnify Us, the limitations of our liability, and the other provisions of this Agreement which by their nature survive shall survive any termination of this Agreement or your account and remain in full force and effect.
If you sign a Shooger Purchase Order it will expire at the end of the Commitment Period unless (i) otherwise terminated earlier under these Terms or (ii) the Purchase Order contains a renewal period that automatically extends the term of the Purchase Order beyond the Commitment Period (collectively the “PO Term”). Client must provide written notice to terminate a Purchase Order on or before the 15th day of the month in order for the Purchase Order to terminate at the end of that month. If Client provides written notice after the 15th day of the month, then the Purchase Order will terminate at the end of the following month. Unless otherwise terminated as provided under the Terms, the Terms will automatically expire three (3) months after the termination or expiration of the last surviving Purchase Order.
IF CLIENT TERMINATES A PURCHASE ORDER BEFORE THE END OF THE COMMITMENT PERIOD, CLIENT AGREES TO PAY ANY AND ALL EARLY TERMINATION FEES SET FORTH IN THE PURCHASE ORDER(S), RECOGNIZING THAT Shooger BEARS CERTAIN UP-FRONT COSTS, AND THAT THERE IS AN IMPLIED PRICING DISCOUNT BASED ON THE LENGTH OF CLIENT’S CHOSEN COMMITMENT PERIOD.
Shooger may terminate any Purchase Order or the Terms at any time for any or no reason without liability, effective immediately, by providing written notice to Client. In the event of such termination, Client will immediately pay all unpaid Shooger fees through the date of termination, and Shooger will reimburse any fees that were prepaid for Shooger services to be rendered after the date of such termination.
Shooger may amend this Agreement at any time by posting a revised Agreement on the Shooger Website, and/or sending information regarding the amendment to the email address You provide to Shooger. You are responsible for regularly reviewing the Shooger website to obtain timely notice of such amendments. You shall be deemed to have accepted such amendments by your continued use of the Services after such amendments have been posted or information regarding such amendments has been sent to You.
Shooger reserves the right to modify or discontinue any of the Services with or without notice to You. Shooger shall not be liable to You or any third party should Shooger exercise its right to modify or discontinue the Services.
Your right to use the Services is personal to You. You agree not to resell the use of the Services.
XI. Intellectual Property and Copyright
You agree that Shooger and its licensors retain ownership of all intellectual property rights of any kind related to the Services. This Agreement does not grant You any license under any of those intellectual property rights, except for the limited right to use the Services in accordance with this Agreement. Product and service names that are mentioned or provided as part of the Services may be trademarks of their respective owners. Shooger is our registered trademark.
Shooger reserves the right to terminate its Agreement with any user who infringes third party copyright rights, upon notification to Shooger by the copyright owner or their agent. If You believe that any information posted through the Services constitutes a copyright infringement, You shall provide Shooger with (i) a physical or electronic signature of the person authorized to act on behalf of the copyright owner, (ii) identification of the location of the information on the Services that You claim has been infringed, (iii) a written statement by You including your name and contact information, and describing that You have good faith belief that the disputed information is not authorized by its copyright owner, agent or the law, and that the information in your notice is accurate, and, under penalty of perjury, that You are the copyright owner, or authorized to act on the copyright owner’s behalf.
XII. Participation in Promotions of Merchants
You may enter into correspondence with or participate in promotions of Merchants or other advertisers showing their products and/or services on the Services. Any such correspondence or promotions, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such correspondence or promotions, are solely between You and the Merchant or other advertiser. Shooger assumes no liability, obligation or responsibility for any part of any such correspondence or promotion.
XIII. Junk and Spam Policy
The transmission of unsolicited advertisements is illegal under the Federal Telephone Consumer Protection Act http://www.fcc.gov/cgb/consumerfacts/canspam.html and a number of similar state laws. Distribution of unsolicited advertisements through the Services is prohibited. Notwithstanding the above, Shooger's distribution of advertising to its customers is not considered unsolicited advertising based upon your acceptance of this Agreement.
Shooger understands that receipt of such messages can impair your use of our Services. Accordingly, Shooger intends to use legally available means to prevent distribution and receipt of unsolicited advertisements to or by our Customers. At Shooger's option and without further notice, Shooger may use technologies and procedures, such as filters, that may terminate such unsolicited advertisements without delivering them.
If You believe that You are in receipt of an unsolicited advertisement, we ask that You take the following two steps:
If the message contains a telephone number, message number, or other instructions to "unsubscribe" or “opt-out” from receipt of additional junk messages, please do so; and please go to the following Web page to file a complaint with Shooger by inserting the required information and including a copy of the offending message: https://shooger.com/Contact-Us.
You hereby acknowledge and agree that Shooger, as owner of all promotion templates and consumer information, has any and all rights to assert any and all legal claims available against any third party as a result of your receipt of any unsolicited messages, including but not limited to claims under the Telephone Consumer Protection Act of 1991, and to the extent You do have any rights to bring any such claims, You hereby assign any and all such rights to Shooger.
XIV. Disclaimer of Warranties and Limitation of Liability
Shooger AND ALL Shooger SOFTWARE AND SERVICES ARE PROVIDED "AS IS," AND NEITHER Shooger NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS MAKES ANY EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES TO YOU REGARDING THE USABILITY, CONDITION OR OPERATION THEREOF. Shooger DOES NOT WARRANT THAT ACCESS TO OR USE OF Shooger SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT Shooger SOFTWARE OR SERVICES WILL MEET ANY PARTICULAR CRITERIA OF PERFORMANCE OR QUALITY. Shooger AND EACH OF ITS LICENSORS AND SERVICE PROVIDERS EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATIBILITY, SECURITY OR ACCURACY. YOUR USE OF Shooger AND ALL Shooger SOFTWARE AND SERVICES IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES OR OTHER MATERIAL (INCLUDING Shooger SOFTWARE) OBTAINED EITHER DIRECTLY OR INDIRECTLY FROM Shooger. YOU AGREE THAT NEITHER Shooger NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS WILL BE LIABLE TO ANY PARTY FOR ANY DAMAGES, INLCUDING, BUT NOT LIMITED TO CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES, ANY LOST PROFITS OR LOST SAVINGS, ANY DAMAGES RESULTING FROM BUSINESS INTERRUPTION, OR FAILURE TO MEET ANY DUTY OF CARE, OR CLAIMS BY A THIRD PARTY, EVEN IF SHOOGER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, DAMAGES, CLAIMS OR COSTS, ARISING OUT OF OR RELATING TO YOUR USE OF OR INABILITY TO USE Shooger OR ANY Shooger SOFTWARE OR SERVICES, AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT THERETO, WHETHER BASED ON CONTRACTUAL, TORT OR OTHER GROUNDS. NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH IN THIS AGREEMENT, THE ENTIRE LIABILITY OF Shooger AND ITS LICENSORS AND SERVICE PROVIDERS AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE USE OF THE Shooger SERVICES AND SOFTWARE OR ANY BREACH OF THIS AGREEMENT ARE LIMITED TO THE LESSER OF (i) THE ACTUAL AMOUNTS RECEIVED BY Shooger FOR SERVICES DURING THE THREE (3) MONTHS IMMEDIATELY PRIOR TO THE EVENT GIFING RISE TO SUCH DAMAGES, OR (II) $500.
NEITHER Shooger NOR ANY OF ITS LICENSORS OR SERVICE PROVIDERS SHALL BE HELD RESPONSIBLE IN ANY WAY OR BY ANY MEANS, EITHER DIRECTLY OR INDIRECTLY, FOR ANY COMMUNICATIONS DIFFICULTIES OUTSIDE OF Shooger’S OR ANY SUCH LICENSOR'S OR SERVICE PROVIDER'S CONTROL WHICH COULD LEAD TO THE INTERRUPTION OF DATA DELIVERY SERVICE TO THE CUSTOMER'S EMAIL ADDRESS, TELEPHONE OR ANY OTHER RECEIVING DEVICES OR THIRD-PARTY DATA STORAGE AND/OR DELIVERY SERVICES. YOU WILL NOT RELY ON ANY REPRESENTATION OR WARRANTY, EXPRESSED OR IMPLIED, MADE BY ANY PERSON OTHER THAN AN AUTHORIZED OFFICER OF Shooger, IN EVALUATING THE Shooger SERVICES AND/OR PRODUCTS OF Shooger.
IN ADDITION, YOU ACKNOWLEDGE AND AGREE THAT Shooger’S MERCHANTS ARE SOLELY RESPONSIBLE FOR ANY GOODS OR SERVICES YOU PURCHASE OR OTHERWISE RECEIVE FROM THEM. Shooger SHALL HAVE NO LIABILITY TO YOU OR ANY THIRD PARTY ARISING OUT OF OR RELATING TO SUCH GOODS OR SERVICES, INCLUDING, WITHOUT LIMITATION, IN CONNECTION WITH YOUR PURCHASE AND/OR USE THEREOF.
You agree to indemnify Shooger and each of its licensors and service providers from and against any and all liabilities, expenses (including attorneys' fees) and damages arising out of claims based upon (i) use of your Shooger account, including, without limitation, any violation of this Agreement by You or any other person using your account, (ii) any claim of libel, defamation, violation of rights of privacy or publicity, (iii) any loss of service by other customers, (iv) any infringement of intellectual property or other rights of any third parties by Content or other information provided by You to Shooger, and/or (v) any violation of any applicable laws, rules or regulations.
XVI. Notices and Consent
Notices given by Shooger to You will be given by electronic methods, via email or by a general posting on the Shooger Website. You consent to receiving communications from Shooger through electronic methods, and You agree that all Terms, agreements, notices and any other communications that Shooger provides You electronically satisfies any legal requirements, as would be satisfied if it were in writing. In any matter requiring Shooger's prior consent, such consent will be considered given only if made in the foregoing manner by an authorized representative of Shooger. Notices given by You to Shooger must be given by email or by conventional mail (subject, however, to Shooger's verification procedures, as may be established by Shooger from time to time in its sole discretion, and which may include the requirement that You contact Shooger by phone so as to confirm that any such notice was in fact sent by you). Notices to Shooger by conventional mail must be sent to Mobile Promotions Network LLC, 1825 Ponce de Leon Blvd # 177 Coral Gables, Florida 33134 USA.
XVII. General Terms
YOU AGREE THAT ANY CAUSE OF ACTION ARISING FROM YOUR USE OF THE SERVICES MUST COMMENCE WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, YOU AGREE THAT SUCH A CAUSE OF ACTION WILL BE PERMANENTLY BARRED.
XVIII. Jury Waiver
IN ANY CIVIL ACTION, COUNTERCLAIM, OR PROCEEDING, WHETHER AT LAW OR IN EQUITY, WHICH ARISES OUT OF, CONCERNS, OR RELATES TO THIS AGREEMENT, ANY AND ALL TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT, THE PERFORMANCE OF THIS AGREEMENT, OR THE RELATIONSHIP CREATED BY THIS AGREEMENT, WHETHER SOUNDING IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, TRIAL SHALL BE TO A COURT OF COMPETENT JURISDICTION AND NOT TO A JURY. EACH PARTY HEREBY IRREVOCABLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY. ANY PARTY MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS AGREEMENT WITH ANY COURT, AS WRITTEN EVIDENCE OF THE CONSENT OF THE PARTIES TO THIS AGREEMENT OF THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY. NEITHER PARTY HAS MADE OR RELIED UPON ANY ORAL REPRESENTATIONS TO OR BY ANY OTHER PARTY REGARDING THE ENFORCEABILITY OF THIS PROVISION. EACH PARTY HAS READ AND UNDERSTANDS THE EFFECT OF THIS JURY WAIVER PROVISION.
This Agreement is between You and Mobile Promotions Network LLC (dba Shooger). Any communications may be directed to: Mobile Promotions Network LLC (Shooger), 1825 Ponce de Leon Blvd # 177 Coral Gables, FL 33134 USA. Phone: +1 305 704 7940, Email: email@example.com. The parties hereby agree that this Agreement shall be described in the English language.