SWIZZLE TERMS OF SERVICE

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THE SWIZZLE SERVICE

This terms of service ("Terms of Service” or “Agreement”) is a legal agreement between you and Keep Holdings (“Keep Holdings”, “Company”, “we”, “us”, or “our”) for access to and use of Swizzle software, services and websites (referred to collectively as the “Service”, and excluding any services provided to you by Keep Holdings under a separate written agreement).

By accessing or using the Service, including without limitation (i) our inbox manager program and (ii) our website located at “http://www.theswizzle.com” and subdomains thereof (the “Website”), you acknowledge that you have read, understood and agree to be bound by these Terms of Service in their entirety, as they may be modified from time to time by the Company. In addition, you agree to comply with all applicable laws, rules and regulations governing your use of the Service. If you do not agree to these Terms of Service, you are not permitted to access, browse or use the Service.

Please return to the Website and review these Terms of Service from time to time, as they may be amended and any changes to these Terms of Service will be effective immediately upon the posting of the revised Terms of Service at the Website. Your continued use of the Service following the posting of any changes to these Terms of Service will indicate acceptance and agreement by you of such changes. Please note that your use of the Service and certain content and features available on the Service may be subject to additional terms and guidelines posted by us. You also agree to be bound by such additional terms and guidelines.

The Service is only intended to be accessed and used by individuals that are 13 years of age or older. Please do not access or use the Service if you are under the age 13.

YOU REPRESENT THAT YOU HAVE THE LEGAL AUTHORITY TO ENTER INTO THIS AGREEMENT AND TO BE BOUND BY ITS TERMS. IF YOU ARE ACTING ON BEHALF OF A COMPANY OR ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY.

I. THE SERVICE
  1. The Service enables users to view deals from specific brands in a single location. Brands listed in the Service may not be officially associated with Company. All copyrights and service marks are the property of their respective owners. You acknowledge and agree that Company is not responsible for the redemption, errors, omissions, or expiration of any third party offers or deals represented on the Service. It is your responsibility to make sure that any offer, discount, special pricing, or deal is valid and applicable with merchant. All deals featured as a part of the Service are subject to change without notice and we have no control over merchants or the legality or validity of any offer, deal or coupon displayed on the Service or the ability of any merchant to comply with a deal or coupon.
  2. The Service may also enable you to perform e-mail scanning, de-subscription, and related services including with respect to e-mail accounts and data on third party hosted services. You shall be solely responsible for the access and use of any third party services and data via the Service (including, without limitation, any action permitted under this Agreement that is made by Company or any of its vendors on your behalf), and for the processing of any such data. You represent, warrant, and agree that (i) your access and use of any third party online services and any data (including e-mails) by means of the Service shall at all times comply with all applicable laws and regulations, and all third party terms, conditions, rules and agreements governing access and use thereof, (ii) you will not use the Service to access any e-mail account other than your account, and (iii) you have all necessary third party authorizations necessary to use the Service to access such account in such manner (including, without limitation, all necessary third party authorizations, if any, necessary for Company to act on your behalf as contemplated by the Service or this Agreement). You may not use the Service to access any system or data if doing so would exceed your authority to access such system or data.
  3. Solely to provide the Service, you hereby grant to Company (and those third parties Company works with) a non-exclusive and royalty-free right and license to access and use those user account(s) with third party online e-mail service providers (“E-mail Service Providers”) for which you have supplied log-in credentials via the Service. The rights granted in the previous sentence include, without limitation, the rights to access, process, and use the e-mails, information and data in such accounts, to communicate electronically with designated brands and organizations on your behalf via such accounts, and to otherwise take any and all steps and perform such acts that Company deems reasonable and appropriate to effectuate requests made via your user account on the Service. You acknowledge and agree that the rights granted by you in this paragraph also include the rights for Company to create, delete and transmit e-mails on your behalf (such as de- subscription e-mails to brands), and the right to create mail folders and transfer e-mails into such folders for purposes of organizing your mail boxes. Solely for purposes of providing the Service and exercising rights granted by you hereunder, you also appoint Company as your attorney-in-fact and agent, with full power and authority to do and perform each thing necessary as you could do in person with respect to your account(s) with E-mail Service Providers.
II. USE OF THE SERVICE BY YOU
  1. You agree that (i) you will use the Service solely for your own, non-commercial, personal use in accordance with this Agreement, (ii) all information supplied by you to us will be true, accurate, current and complete, (iii) you may receive electronic communications from us from time to time, and (iv) you will review the latest version of this Agreement posted on the Service from time to time to check for amendments that may apply to you. We retain the right at our sole discretion to deny or suspend access to the Service to anyone, at any time and for any reason, without liability.
  2. Your interactions with merchants or advertisers or other third parties found on or through the Service, including payment and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such party. You agree that we shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.
  3. You acknowledge and agree that your use of the Service, including, without limitation, the accessing, scanning and storage of any data, files, information and/or other materials on a server owned or under the control of the Company or in any way connected to or accessed via the Service, shall be at your sole risk and responsibility and we shall have no obligation to back-up such data, files, information and/or other materials. We expressly reserve the right to limit storage capacity and to remove and/or delete any data, files, and/or other information stored or used in connection with the Service that we deem, in our sole discretion, to be in violation of this Agreement and/or any local, state, or federal law or regulation.
  4. You are solely responsible for any breach of your obligations under this Agreement and for the consequences (including any loss or damage which we, or any of our affiliates or partners may suffer) of any such breach.
III. USER ACCOUNT; PRIVACY
  1. We may require each user to establish an account and have a unique user name and password combination in order to access and use the Service and/or other certain features or functions of the Service. You agree that you will be solely responsible for the accuracy of your account information and all activities that occur under your account. You also agree that you are responsible for maintaining the confidentiality of your password. Please read our Privacy Policy, which describes the personally identifiable information (“Personal Information”), and other information we collect, use, disclose, manage and store. You agree to the use of your data in accordance with our Privacy Policy. As part of the registration process, you will choose a user name and password (or we may assign an initial password which we will give you the option to change). Your user name and password are personal to you and you may not allow any others to use your user name or password under any circumstances. We are not liable for any harm caused or related to the theft or misappropriation of your user name or password, disclosure of your user name or password, or your authorization of anyone else to use your user name or password. You agree to immediately notify us if you become aware of or believe there is or may have been any unauthorized use of (or activity using) your user name or password or any other need to deactivate your user name or password due to security concerns.
  2. You may be able to register for the Service through your existing accounts with certain social networking sites and services (e.g., Facebook, twitter, etc.) (“Social Accounts”) When you register using a Social Account you are agreeing to give us access to certain credentials, content and account information from or relating to such Social Accounts. In addition, you are agreeing to abide by all applicable terms and conditions of your Social Account and agree that all use of the Service will be in accordance with such terms and conditions.
IV. CONTENT IN THE SERVICE
  1. You understand that all information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) which you may have access to as part of, or through your use of, the Service are the sole responsibility of the person from which such content originated. All such information is referred to as “Content”.
  2. All Content that users of the Service upload, post, publish or submit for display or availability through the Service shall be “User Content.”
  3. All Content that we make available through the Service (which may include without limitation publically available or licensed third party content), except for User Content, shall be “Company Content.”
  4. User Content and Company Content together shall be “Service Content.”
  5. You acknowledge that Content presented to you as part of the Service, including but not limited to sponsored, promotional or publicly available Content within the Service may be protected by intellectual property rights which are owned by the entities who provide that Content (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by us or by the owners of that Content, in writing.
  6. You understand that by using the Service you may be exposed to Content that you may find offensive, indecent or objectionable and that, in this respect, you use the Service at your own risk.
  7. You agree that you are solely responsible for (and that we have no responsibility to you or to any third party for) any Content that you create, submit, transmit or display while using the Service and for the consequences of your actions (including any loss or damage which we may suffer) by doing so.
  8. We are in part a distributor of Content supplied by other information content providers such as advertisers, marketers, other users of the Service, etc. We are not responsible for the statements and opinions expressed by those content providers. Responsibility for the accuracy and completeness of such Content lies solely with those content providers and is not guaranteed by us. Pursuant to 47 U.S.C.§ 230, we are not the publisher of such information and are therefore not liable for any delays, inaccuracies, errors or omissions in such content. Given the volume of information posted by such providers, we cannot and do not monitor all of the information posted to the Service and assume no duty to monitor the Service for inappropriate or inaccurate Content. Neither we nor our affiliates or employees shall be liable to any user or anyone else for claims of defamation, libel, slander, infringement, invasion of privacy and publicity rights, obscenity, pornography, fraud or misrepresentation arising from such Content. Notwithstanding the foregoing we reserve the right to remove material provided by other content providers at any time in our sole discretion.
  9. Company is not responsible for any offers, coupons, discounts, rebate offers, etc. posted through the Service. We are not responsible for any changes, alterations or cancellations of third party offers including, but not limited to, pricing, availability, or performance. Company makes no representations or warranties as to the accuracy or fitness of any offers posted on through the Service or that any third party will honor or acknowledge any such offers.
V. INTELLECTUAL PROPERTY
  1. You acknowledge and agree that except as indicated otherwise herein, we (or our licensors) own all legal right, title and interest in and to the Service and Company Content, including any intellectual property rights which subsist in the Service (whether those rights happen to be registered or not, and wherever in the world those rights may exist) including, without limitation, all rights with respect to copyrights, patents, trademarks, service marks, moral rights, trade names, domain names, technology, mask works, know-how, design rights, trade dress, trade secrets, inventions, ideas, processes, formulas, source code and object code, data, and similar rights including the information in any application, registration, or renewal thereof that may be protected under the intellectual property laws, regulations, or rules of any country. Without limiting the foregoing, all data, graphics, icons, images, logos, text, and the compilation of all content therein, and all service marks, trademarks, trade names, and trade dress depicted on the Service are owned by us (or our licensors). Without limiting the foregoing, you acknowledge that we own all legal right, title and interest to data regarding your access and use of the Service.
  2. Subject to your continued compliance with these Terms of Service, Company grants you a limited, non-exclusive, non-transferable license to access, download, view and print Service Content solely for your personal, non-commercial use. You will not use, access, exploit, adapt, distribute or otherwise make use of the Service Content except as permitted by these Terms of Service.
  3. You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trademark notices) which may be affixed to or contained within the Service.
  4. You agree that in using the Service, you will not use any trademark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
VI. CONTENT LICENSE FROM YOU
  1. You retain copyright and any other rights you already hold in User Content which you submit, post or display on or through, the Service. By submitting, posting or displaying the Content you give us a worldwide, perpetual, fully sub-licensable, irrevocable, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display, distribute and otherwise exploit any User Content which you submit or post on or through the Service in any manner or media whatsoever, now known or hereafter developed. Other than the limited license set forth in this Section, we acknowledge and agree that we obtain no right, title or interest from you (or your licensors) under this Agreement in or to any User Content that you submit, post, transmit or display on, or through, the Service, including any intellectual property rights which subsist in that User Content (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless agreed by you and Company in writing, you agree that you are responsible for protecting and enforcing those rights and that we have no obligation to do so on your behalf.
  2. In connection with User Content you submit to the Service, you affirm, represent, and/or warrant that: you own or have the necessary licenses, rights, consents, and permissions to use and authorize us to use such Content in the manner contemplated by the Service and these Terms of Service. You further agree that you will not submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have written permission from their rightful owner to post the material and to grant us all of the license rights granted herein.
  3. You understand that we, in performing the required technical steps to provide the Service to our users, may (a) transmit or distribute your User Content over various public networks and in various media; and (b) make such changes to your User Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media. You agree that this license shall permit us to take these actions.
  4. You confirm and warrant to us that you have all the rights, power and authority necessary to grant the above license.
VII. COPYRIGHT AGENT.

The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe that your work has been copied and posted on the Service in a way that constitutes copyright infringement, please provide our copyright agent with the following information: an electronic or physical signature of the copyright owner or of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Service; your address, telephone number, and e-mail address; a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner's behalf. Any notification by a copyright owner or a person authorized to act on such copyright owner’s behalf that fails to comply with requirements of the DMCA shall not be considered sufficient notice and shall not be deemed to confer upon Company actual knowledge of facts or circumstances from which infringing material or acts are evident. Our copyright agent for notice of claims of copyright infringement can be reached as follows:

Name: Legal, AdKeeper Inc.
Address: 441 Park Avenue South, NY, NY, 10016
Telephone: 212-405-4010
Email: info@theswizzle.com

We suggest that you consult your legal advisor before filing a notice with our copyright agent. You should note that there can be penalties for false claims under the DMCA. It is our policy, in appropriate circumstances and at our discretion, to disable and/or terminate the accounts of users who repeatedly infringe or are repeatedly charged with infringing the copyrights or other intellectual property rights of others.

VIII. RESTRICTIONS ON USE OF THE SERVICE

You agree that you will not:

  1. use the Service in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this Agreement and/or any and all applicable local, state and federal laws and regulations and international treaties;
  2. use the Service for the distribution, posting, housing, processing, propagation, storage, or otherwise handling in any way abusive, defamatory, harassing, libelous, lewd, libelous, obscene, pornographic, threatening, or tortuous material, or any false or misleading material, or any other material (including links to such material) that we deem, in our sole discretion, to be objectionable whether or not such material is unlawful;
  3. permit or otherwise enable unauthorized users to access and/or use the Service;
  4. use the Service to export software or data in violation of applicable U.S. laws or regulations;
  5. sell, copy, duplicate, rent, lease, loan, distribute, transfer, or sublicense the Service, or otherwise permit any third party to use or have access to the Service for any purpose (except as expressly permitted by us in writing) or decompile, reverse engineer, disassemble, modify, create a derivative work of, display in human readable form, attempt to discover any source code, or otherwise use any software that enables or comprises any part of the Service;
  6. remove any copyright, trademark, patent or other proprietary notices from the Service;
  7. distribute, publish, exhibit, or otherwise use the Service, in any manner and for any purpose not expressly permitted under this Agreement;
  8. frame or utilize framing techniques to enclose the Service, or any portion thereof;
  9. except as specified in the Service’s robot.txt file, exploit the Service or collect any data incorporated in the Service in any automated manner through the use of bots, metaspiders, crawlers or any other automated means;
  10. register as a user of the Service by providing false, inaccurate, or misleading information;
  11. impersonate any person or entity, including, but not limited to, a Company employee, or falsely state or otherwise misrepresent your affiliation with a person or entity;
  12. collect personal data about other users of the Service for commercial or any other purposes;
  13. post User Content which is: irrelevant; repetitious; infringing or in violation of any third party intellectual property rights; in violation or encouraging violation of any applicable laws or regulations; fraudulent, false or deceptive; or otherwise likely to impose an unreasonable or disproportionately large load on our infrastructure;
  14. attempt to gain unauthorized access to our computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Service (or the servers and networks which are connected to the Service);
  15. make available Content that constitutes or contains "affiliate marketing," "link referral code," "junk mail," "spam," "chain letters," "pyramid schemes," or unsolicited commercial advertisement, except to the extent such Content is provided to you by us or one of our affiliates for a purpose specifically authorized by us in writing; and
  16. create or attempt to create multiple user accounts via automated means or for other than personal use (which shall be limited to a maximum of five accounts per individual user).
  17. create or attempt to create multiple user accounts via automated means or for other than personal use (which shall be limited to a maximum of five accounts per individual user);
  18. access or use the Service if you have been previously removed from the Service by us;
  19. use the Service to encourage any conduct that (1) violates any applicable law or regulation, or any term or condition of this Agreement, or (2) could create a risk of harm, loss or damage of any kind;
  20. use the Service to infringe on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party;
  21. use, or attempt to use, the Service to gain unauthorized access to any network, server, website, application or data that you do not have express permission to access and use; and
  22. attempt to access or search the Service or Content in order to scrape any Content or information from the Service, or otherwise use, upload Content to, or create new links, posts or referrals in the Service through the use of any computerized or mechanized process, engine, software, tool, agent, device or mechanism other than the software provided by us or other generally available third party web browsers.

You agree to immediately notify us if you suspect fraudulent or abusive activity, or any activity in violation of these Terms of Service. If you so notify us, or we otherwise suspect fraudulent or abusive activity, you agree to cooperate with us in any fraud investigation and to use any fraud prevention or other measures we prescribe.

IX. LINKS AND THIRD PARTIES

Links on and through the Service to third party websites (including, without limitation, sponsors, advertisers and issuers) that you encounter via the Service are solely provided as a convenience to you. If you use these links, you will leave the Service. You agree that the Company will not be responsible or liable for any dispute, loss or damage of any sort incurred as a result of any dealings between you and any such third parties. In addition, you acknowledge that the Company does not endorse, verify, or make any representations regarding any third party advertisements, products or services. It is your sole responsibility to research and verify the legitimacy of any entity and content linked to the Service or the Website, and you are solely responsible for your decision to submit personal information to any third party.

X. NOTICE OF AVAILABILITY OF FILTERING SOFTWARE

You should know that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist in limiting access to material that is harmful to minors. A report detailing some of those protections can be found at (Children's Internet Protection Act: Report on the Effectiveness of Internet Protection Measures and Safety Policies).

XI. CHANGES TO SERVICE

The Company may add, change, discontinue, remove or suspend all or any portion of the Service at any time, without prior notice or liability to you.

XII. TERMINATION

The Company reserves the right, without notice and at its sole discretion, to suspend or terminate these Terms of Service and/or your ability to access or use the Service or any portion thereof, and to block or prevent future access to and use of the Service for any reason, including your breach of these Terms of Service or other conduct by you that the Company considers inappropriate. The Company reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. Except as otherwise expressly stated in the Terms of Service, you agree that the Company shall not be liable to you or to any third party for any modification, suspension or discontinuation of the Service (or any portion thereof).

XIII. DISCLAIMER

THE COMPANY MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO THE SERVICE OR CONTENT, ALL OF WHICH ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, WITH RESPECT TO THE SERVICE CONTENT AND ANY LINKED WEBSITE. THE COMPANY DOES NOT WARRANT THE FUNCTIONALITY, INFORMATION OR LINKS CONTAINED ON THE SERVICE, OR THAT CONTENT WILL MEET YOUR REQUIREMENTS, THAT THE SERVICE OR CONTENT ARE FIT FOR ANY PARTICULAR PURPOSE, THAT THE OPERATION OF THE SERVICE OR CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SERVICE OR ANY SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES, WORMS, TROJAN HORSES, CANCELBOTS OR OTHER HARMFUL COMPONENTS. THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING THE USE OR THE RESULTS OF THE USE OF ANY CONTENT IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT THE COMPANY) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

XIV. LIMITATION OF LIABILITY

IN NO EVENT AND UNDER NO CAUSE OF ACTION, INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, SHALL THE COMPANY AND ITS AFFILIATED ENTITIES OR PARTNERS OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES OR AUTHORIZED AGENTS (COLLECTIVELY, THE “COMPANY PARTIES”) BE LIABLE FOR ANY DAMAGES, CLAIMS OR LOSSES INCURRED (INCLUDING, WITHOUT LIMITATION, COMPENSATORY, INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES), HOWEVER CAUSED, AND UNDER ANY THEORY OF LIABILITY ARISING IN CONNECTION WITH: (A) THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY CONTENT; (B) YOUR USE OR INABILITY TO USE THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY CONTENT; (C) ANY THIRD PARTY WEBSITE, OFFER OR SERVICE USED IN CONNECTION WITH OR AVAILABLE THROUGH THE SERVICE; (D) UNAUTHORIZED ACCESS TO OR ALTERATION OR LOSS OF YOUR TRANSMISSIONS OR DATA OR OTHER INFORMATION THAT IS SENT OR RECEIVED IN CONNECTION WITH THE SERVICE; OR (E) ERRORS, SYSTEM DOWN TIME, NETWORK OR SYSTEM OUTAGES, FILE CORRUPTION OR SERVICE INTERRUPTIONS, EVEN IF A COMPANY PARTY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, CLAIMS OR LOSSES.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE COMPANY’S CUMULATIVE LIABILITY TO YOU ARISING FROM ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU FOR ACCESS TO THE SERVICE. IF NO AMOUNTS WERE PAID, YOUR SOLE REMEDY UNDER THESE TERMS OF SERVICE SHALL BE TO DISCONTINUE ANY USE OF THE SERVICE.

APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

YOU HEREBY RELEASE COMPANY FROM ANY AND ALL CLAIMS OR LIABILITIES REALTED TO ANY PRODUCT OR SERVICE OF A THIRD PARTY, AND ACTION OR INACTION BY A THIRD PARTY, INCLUDING A THIRD PARTY’S FAILURE TO COMPLY WITH APPLICABLE LAW, AND ANY CONDUCT OR SPEECH, WHETHER ONLINE OR OFFLINE, OF ANY OTHER USER OF THE SERVICE.

YOU HEREBY ACKNOWLEDGE THAT YOU UNDERSTAND THAT BY ACCESSING THE SERVICE AND AGREEING TO THESE TERMS OF SERVICE, YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."

XV. INDEMNIFICATION

By using the Service, you agree to indemnify, defend and hold harmless the Company Parties from and against any actual or alleged claims, demands, causes of action, judgments, damages, losses, liabilities, and all costs and expenses of defense (including, without limitation, reasonable attorneys' and other legal fees and costs) arising out of or relating to: (1) your violation of these Terms of Service or any law, rule or regulation; (2) your use of the Service, including, without limitation, any Content available as part of the Service and any activity of yours on the Website; (3) loss of any data or account information; and (4) any material uploaded by you or through your computer to the Service or otherwise sent by you to Company. You will cooperate as fully and reasonably as required by Company in the defense of any claim. Company reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of Company.

XVI. RELEASE

You hereby release Company (and our officers, directors, employees, agents and affiliates) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any dispute with one or more users of the Service or any advertiser or third party featured on the Service.

XVII. FORCE MAJEURE

Company will not be responsible for any delay, failure in performance or interruption of service, resulting directly or indirectly from acts of God, acts of civil or military authorities, civil disturbances, wars, strikes or other labor disputes, fires, transportation contingencies, interruptions in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophes or any other occurrences which are beyond Company’s reasonable control.

XVIII. GOVERNING LAW AND VENUE

These Terms of Service shall be exclusively governed by and construed in accordance with the laws of the State of New York within the United States of America without giving effect to any principles of conflicts of law. Any dispute arising from these Terms of Service or the Service shall be resolved in the state or federal courts residing in New York, New York and you irrevocably agree to the jurisdiction of such courts. Company makes no representation that Content contained as part of the Service is appropriate or available for use in jurisdictions outside the United States, or that the Terms of Service comply with the laws of any other country. Visitors who use the Service and reside outside the United States do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

Any dispute arising from these Terms of Service or the Service shall be resolved in the state or federal courts residing in New York, New York and you irrevocably agree to the jurisdiction of such courts. You understand that, in return for agreement to this provision, we are able to offer the Service at the terms designated, and that your assent to this provision is an indispensable consideration to this Agreement. Company makes no representation that Content contained as part of the Service is appropriate or available for use in jurisdictions outside the United States, or that the Terms of Service comply with the laws of any other country. Visitors who use the Service and reside outside the United States do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

You also acknowledge and understand that, with respect to any dispute with us, our officers, directors, employees, agents or affiliates, arising out of or relating to your use of the Service or this Agreement:

  • YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and
  • YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.
XIX. CONTACT US

If you have any comments or questions regarding these Terms of Service, or wish to report any violation of these Terms of Service, please contact us at info@theswizzle.com. We will attempt to address any issue raised in a reasonable period of time.

XX. SEVERABILITY

If any provision in this Agreement is invalid or unenforceable or contrary to applicable law, such provision shall be construed, limited, or altered, as necessary, to eliminate the invalidity or unenforceability or the conflict with applicable law, and all other provisions of this Agreement shall remain in effect.

XXI. NO ASSIGNMENT, SUBLICENSE OR TRANSFER

You may not assign, sublicense, or transfer this Agreement or any rights or obligations hereunder without prior written consent of Company. Any such attempted assignment, sublicense, or transfer will be null and void and Company, in its sole discretion, shall have the right to immediately terminate this Agreement.

XXII. COMMUNICATIONS BY US

You agree that we may communicate with you electronically. Such electronic communications may consist of e-mail, notices posted on the Service, and other communications. You agree that all agreements, notices, disclosures, and other communications we send to you electronically will satisfy any requirement that such communication be in writing and, to the extent intended, such communication will be an enforceable and binding term or amendment to this Agreement.

XXIII. ENTIRE AGREEMENT

This Agreement sets forth the entire understanding and agreement between the parties relating to its subject matter and may be amended only in a writing signed by both parties. Any waiver of or promise not to enforce any right under this Agreement shall not be enforceable unless evidenced by a writing signed by the party making said waiver or promise.