1. Acceptance of Terms.
By using our Website or the Yuno Platform, or by downloading any Mobile Apps, you indicate your unconditional acceptance of the following Terms of Service. Throughout these Terms of Service, “you” or “your” refers to you, as the User accessing or using any of the Services in connection with your use of the Services. Please read these Terms of Service carefully, as they may have changed since your last visit. We reserve the right to change these Terms of Service from time to time for any reason, which shall be effected by posting of the updated Terms of Service to the applicable Website(s); provided that such changes shall not retroactively apply unless you otherwise agree on a case by case basis. These Terms of Service apply to all services and features of the Website(s) and Services unless otherwise indicated. Certain Services, or Products purchased through our Services, may require Users’ agreement to supplemental terms and conditions of use, in which case such supplemental terms and conditions of use shall supersede these Terms of Service in the event of a conflict.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CREATE A BINDING CONTRACT BETWEEN YOU AND YUNO. FURTHER, THESE TERMS OF SERVICE CONTAIN AN AGREEMENT TO ARBITRATE, WHICH REQUIRES THAT YOU AND YUNO ARBITRATE CERTAIN CLAIMS BY BINDING, INDIVIDUAL ARBITRATION INSTEAD OF GOING TO COURT AND LIMITS CLASS ACTION CLAIMS AS DESCRIBED IN THE ARBITRATION SECTION (SEE SECTION 19 “AGREEMENT TO ARBITRATE”).
2. Scope of Service.
Yuno makes available its Yuno Platform to enable our Users to purchase third party Products from special offers provided by third party Merchants through our Services, share information about those purchases with that User’s Network Users and receive discounts and credits on those purchases in certain instances when such Network Users purchase the same (or in some cases related) products and services from the applicable Merchant through our Services.
You are responsible for obtaining any equipment and Internet service necessary to access our Website and for paying any fees for the equipment and service you select. We may alter, suspend, or discontinue this Website and the Services in whole or in part, at any time and for any reason, without notice. The Website and associated Services may also periodically become unavailable due to maintenance or malfunction of computer equipment or for other reasons.
If you use a Mobile App, your mobile carrier’s normal rates and charges apply. We are not responsible for any charges you incur from your mobile carrier as a result of your use of the Services. You are responsible for ensuring that at all times while using the Service you are not in violation of your wireless data service agreement.
3. User Registration.
If you are an eligible User of the Website, you may register for an account to utilize the functionality of the Public Site (“Public User”), pursuant to which you, as the User, will receive login credentials to access and use certain functionality of the Public Site. General Public Users who access the Website without registration may be able to access and view certain information but will not be able to use all of our functionality.
b. Interactions with Merchants.
4. Disputes; Release.
Yuno expressly disclaims any liability for claims that may arise between Users of our Services, including, but not limited to, disputes between you and Merchants and your Network Users. You are solely responsible for your interactions with any Merchant, Network User or other Users and any disputes that arise from interactions with any of the foregoing.
Because Yuno is not responsible for the interaction between Merchants, Network Users and other Users or any related transactions, in the event that you have a dispute with one or more Merchants, Network Users and other Users, you hereby release Yuno (and our officers, directors, agents, investors, subsidiaries, and employees) from any and all claims, demands, or damages (actual or consequential) of every kind, known and unknown arising out of or in any way related with such disputes.
If you are a California resident, in connection with the above release, you waive California Civil Code Section 1542, which says: "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."
5. Website Content.
Subject to these Terms of Service and any other agreement between you and Yuno, we hereby grant to you a personal, non-transferable, non-exclusive, non-sublicensable right and license to access and use the Services, and all Content therein, solely within the scope of your status as a User of our Services. The term “Content” means all information, text, images, data, links, or other material posted on the sections of the Website that are: (a) publicly available and (b) which you have the right to access, whether created by us or provided by a third party for display on the Public Site.
We reserve the right to make changes to document names and content, descriptions or specifications of products or services, or other information without obligation to issue any notice of such changes.
Nothing contained on this Website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use this Website, Services or any Content displayed on this Website, through the use of framing or otherwise, except: (a) as expressly permitted by these Terms of Service or the Yuno-Merchant Agreements or (b) with our prior written permission or the permission of such third party that may own the trademark or copyright of material displayed on this Website.
6. Purchases of Products; Payment Agent; Credits.
Users may order certain Products from Merchants through the Website from time to time. All such Products are purchased directly from the Merchant at the prices set forth on our Website and/or the Merchant’s website. The Merchant will deliver such Products directly to you. You shall be responsible for shipping costs unless otherwise provided on the Website or the Merchant’s website with respect to your order.
b. Product Warranties.
All Products are warrantied solely by the applicable Merchant. Any product warranty claims or returns are solely between you and the applicable Merchant.
c. Purchase Price.
The purchase prices for the Products shall be as set forth on the Website at the time of your order. We reserve the right to change offers for Products on our Website at any time without prior notice. You acknowledge and agree that the pricing offers available through our Website may or may not be available from the Merchant outside of our Website.
d. Payment Agent.
To order a Product from a Merchant, you shall pay the purchase prices for the Products using the Website. The Product pricing and offerings available through our Services are contingent upon your payment for such Products through our Services. Yuno may in certain instances act as a payment agent for the applicable Merchant, holding funds you pay that are due to the Merchant solely in that capacity, and in such cases will remit such funds to the Merchant as required under the applicable Yuno-Merchant Agreements. In all other cases, you shall pay amounts owed for any Product purchased through the Services directly on the Merchant’s website. In circumstances where Yuno acts as payment agent for a Merchant, Yuno’s agreements with the applicable Merchants provide that delivery of your payment in full for such Products to Yuno, as agent for the applicable Merchants, satisfies your obligation to the Merchant payee.
When Yuno acts as payment agent for the Merchant as described in subsection (d) above, You agree that Yuno, as agent for the applicable Merchant, may charge your payment method for any Products you purchase and for any additional amounts (including any taxes and late fees, as applicable) that may be accrued by or in connection with your account associated with your Login Credentials. YOU ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ALL FEES AND FOR PROVIDING YUNO WITH A VALID PAYMENT METHOD FOR PAYMENT OF ALL FEES THROUGH ONE OF THE METHODS THAT WE LIST ON OUR SERVICES FROM TIME TO TIME.
f. Billing and Payment Policy.
As may be set forth on our Website from time to time for an applicable Product offering, we may provide you with credits to your account for certain purchases of Products by you and/or your Network Users (“Credits”) as determined in our sole discretion. Such Credits may be payable to you as cash or as a credit against future purchases of products from us or the Merchant, as may be described on our Website at the time such Credit accrues. You may request to exercise such Credits directly through Yuno’s Mobile App or the Website, provided however, that no Credits shall be payable to you unless there are then a minimum of Ten Dollars ($10) in Credits (in the aggregate without regard to the number of Merchants) in your account; you acknowledge that all Credits shall vest only upon their withdrawal or exercise by you. You acknowledge that Yuno may use third party payment processors to process payments hereunder and that use of such third party payment processors is subject to their respective terms and conditions and privacy policies. When applicable, all Credits shall be provided solely in United States Dollars (USD). Notwithstanding any of the foregoing, Yuno may decrease or increase the amount of Credits provided in connection with a particular transaction by a User through the Website in our sole discretion, and regardless of the amount of credits advertised on the Website.
Other than as expressly set forth on our Services as updated from time to time, Yuno has no obligation to provide refunds or credits, but may grant them in certain circumstances, as a result of specific refund guarantee promotions, or to correct any errors made by Yuno, in each case in Yuno’s sole discretion.
7. Content Submitted by Users.
We are not responsible or liable for the conduct of users or for views, opinions and statements expressed in Content submitted for display through our Services, including content submitted by Users (“Submitted Content”). We do not prescreen Submitted Content or any information otherwise submitted to our Services. With respect to such Content or Submitted Content posted on or through our Services, we act as a passive conduit for such distribution and are not responsible for such Content or Submitted Content. Any opinions, advice, statements, services, offers, or other information in the Services provided by Users are those of the respective author(s) or distributor(s) and not of Yuno. We neither endorse nor guarantee the accuracy, completeness, or usefulness of any such Content or Submitted Content. You are responsible for ensuring that Content and Submitted Content submitted to or through our Services by you is not provided in violation of any copyright, trade secret or other intellectual property rights of another person or entity or of any applicable law. You shall be solely liable for any damages resulting from any infringement of copyrights, trade secrets, or other intellectual property rights, or any other harm resulting from your uploading, posting or submission of Content or Submitted Content to this Website.
We have the right, but not the obligation, to monitor Content or Submitted Content submitted through our Services, to determine compliance with these Terms of Service and any other applicable rules that we may establish, from time to time. We have the right in our sole discretion to edit or remove any material submitted to or posted in any online discussion forum or chat room provided through our Services. Without limiting the foregoing, we have the right to remove any material that Yuno, in its sole discretion, finds to be in violation of these Terms of Service or otherwise objectionable, and you are solely responsible for the Submitted Content that you post on or through our Services.
8. Prohibited Conduct.
By accessing our Website and/or using our Services, you agree to abide by the following standards of conduct. You agree that you will not, and will not authorize or facilitate any attempt by another person to use our Website or any related Service to:
a) Transmit any Content or Submitted Content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, offensive, obscene, pornographic, lewd, lascivious, or otherwise objectionable, as determined by Yuno.
b) Post Content or Submitted Content which infringes another's copyright, trademark or trade secret or other intellectual property or proprietary right.
c) Post unsolicited advertising or unlawfully promote products or services.
d) Impersonate another person.
e) Promote, solicit, or participate in any multi-level marketing or pyramid schemes.
f) Exploit children under 18 years of age.
g) Engage in disruptive activity such as sending multiple messages in an effort to monopolize the forum.
h) Introduce viruses, worms, Trojan horses and/or harmful code to this Website or the Mobile App.
i) Obtain unauthorized access to any computer system through this Website or the Mobile App.
j) Invade the privacy of any person, including, but not limited to, posting personally identifying or otherwise private information about a person without their consent (or their parent’s consent in the case of a child under 13 years of age).
k) Solicit personal information from children under 13 years of age.
l) Violate any federal, state, local, or international law or regulation.
m) Encourage conduct that would constitute a criminal or civil offense.
n) Use any robot, spider, site search/retrieval application, or other automated device, process, or means to access, retrieve, scrape, or index any portion of the Service, Submitted Content or Content.
Yuno reserves the right, without prior notice and in its sole discretion, to decide whether your use of the Website violates these Terms of Service for any of the above reasons or for any other reason, and if Yuno does so find, to remove such Content and Submitted Content which you post to the Website and/or terminate your access to any Services.
By using our Services, you agree to indemnify, hold harmless and defend Yuno and its officers, directors, employees and agents from any claims, damages, losses, liabilities, and all costs and expenses of defense, including, but not limited to, attorneys' fees, resulting directly or indirectly from a claim by a third party that arises in connection with your use of the Services.
10. Intellectual Property Rights.
You agree and acknowledge that the structure, organization, and code used in conjunction with the Website and Services are proprietary to Yuno. You shall not, and shall not permit any person or entity to: (a) use this Website or any Services on a service bureau, time sharing or any similar basis, or for the benefit of any other person or entity; (b) alter, enhance, or make derivative works of the Website or Services; or (c) reverse engineer, reverse assemble or decompile, or otherwise attempt to derive source code from, the Website. You shall not sell, transfer, publish, disclose, display or otherwise make available the Services, including any modifications, enhancements, derivatives, and other software and materials provided hereunder by Yuno or copies thereof, to others in violation of these Terms of Service.
Unless otherwise noted, all Content contained on this Website is the property of Yuno and/or its affiliates, Merchants, or licensors, and is protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions and other intellectual property laws. Product names are trademarks or registered trademarks of their respective owners.
11. Copyright Infringement; Notice and Take Down Procedures.
If you believe that any materials on our Services infringe your copyright, you may request that they be removed. This request must bear a signature (or electronic equivalent) of the copyright holder or an authorized representative and must include the following information: (a) identification of the copyrighted work that you believe to be infringed, including a description of the work and, where possible, a copy or the location of an authorized version of the work; (b) identification of the material that you believe to be infringing and its location, including a description of the material, its Website location or other pertinent information that will help us to locate the material; (c) your name, address, telephone number, and email address; (d) a statement that you have a good faith belief that the complained of use of the materials is not authorized by the copyright owner, its agent, or the law; (e) a statement that the information in your claim is accurate; and (f) a statement that "under penalty of perjury," you declare that you are the lawful copyright owner or are authorized to act on the owner’s behalf. Our agent for copyright issues relating to this Website is: Copyright Agent, Portal Building, Suite 317, 9319 Robert D. Snyder Rd., Charlotte, NC 28223 or email@example.com.
In an effort to protect the rights of copyright owners, we maintain a policy for the termination, in appropriate circumstances, of Users of this Website who are repeat infringers.
12. Links to Third Party Websites.
Under no circumstances will we be liable for any loss or damage caused by your reliance on information in any Content, Submitted Content or by your use of any Products or our Services. It is your responsibility to evaluate the accuracy, completeness or usefulness of any information, opinion, advice or other content available through this Website. You are responsible for seeking the advice of professionals, as appropriate, regarding the evaluation of any specific information, opinion, advice or other content.
ALL CONTENT, SUBMITTED CONTENT, TEXT, IMAGES, AND OTHER INFORMATION ON OR ACCESSIBLE FROM OUR SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SPECIFICALLY, BUT WITHOUT LIMITATION, Yuno DOES NOT WARRANT THAT: (a) THE INFORMATION AVAILABLE ON OUR SERVICES IS FREE OF ERRORS; (b) THE FUNCTIONS OR SERVICES (INCLUDING, BUT NOT LIMITED TO, MECHANISMS FOR SENDING AUTOMATED EMAILS OR THE DOWNLOADING AND UPLOADING OF CONTENT) PROVIDED BY THIS SERVICES WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS; (c) DEFECTS WILL BE CORRECTED; OR (d) THIS WEBSITE OR THE SERVER(S) THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
NEITHER Yuno NOR ITS AFFILIATES OR LICENSORS ARE RESPONSIBLE FOR THE CONDUCT BETWEEN AND AMONG USERS AND MERCHANTS. Yuno AND ITS AFFILIATES AND LICENSORS CANNOT AND DO NOT GUARANTEE THAT ANY PERSONAL INFORMATION SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS.
14. Limitation of Liability.
(a) Disclaimer. IN NO EVENT SHALL Yuno BE LIABLE TO YOU, ANY OTHER USER OF OUR SERVICES, SUBSCRIBERS OR ANY OTHER PERSON OR ENTITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES) ARISING OUT OF THE USE, INABILITY TO USE, UNAUTHORIZED ACCESS TO OR USE OR MISUSE OF THE SERVICES, SUBMITTED CONTENT, CONTENT OR ANY INFORMATION CONTAINED THEREON, WHETHER BASED UPON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF YUNO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.
(b) Waiver of Class Action. ANY CLAIMS BROUGHT BY YOU OR Yuno MUST BE BROUGHT IN THAT PARTY’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU HEREBY WAIVE ANY AND ALL RIGHTS TO BRING ANY CLAIMS RELATED TO THESE TERMS OF SERVICE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
(c) Exclusions. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
15. Jurisdictional Issues.
We make no representation that information on this Website is appropriate or available for use outside the United States. Those who choose to access this Website from outside the United States do so on their own initiative and at their own risk and are responsible for compliance with applicable local laws.
We may terminate your access to our Services, in our sole discretion, for any reason and at any time, upon electronic notice to you at the e-mail address provided by you at registration. You agree that we are not liable to you or any third party for any termination of your access to this Website. For the avoidance of doubt, you acknowledge and agree that, upon termination of these Terms of Service for any reason, you shall immediately pay all amounts that accrued prior to the date of termination, and that any obligation to pay Yuno that accrued prior to the termination hereof will survive following such termination. Even after your right to use the Service is terminated or suspended, these Terms of Service will remain enforceable against you.
17. Unsolicited Ideas and Feedback.
While we welcome your feedback, ideas, and suggestions, it is important to be aware of the following restrictions. If you send us feedback, ideas, or suggestions (collectively, “unsolicited ideas”), you agree that: (a) your unsolicited ideas become the property of Yuno and you are not owed any compensation in exchange; (b) none of the unsolicited ideas contain confidential or proprietary information of any third party; (c) Yuno may use or redistribute unsolicited ideas for any purpose and in any way; (d) there is no obligation for Yuno to review your unsolicited ideas; and (e) Yuno has no obligation to keep any unsolicited ideas confidential.
18. Governing Law.
These Terms of Service, and any dispute between you and Yuno, shall be governed by the laws of the State of North Carolina without regard to principles of conflicts of law, provided that the Federal Arbitration Act shall govern the interpretation and enforcement of the Arbitration. Unless you and we agree otherwise, in the event that Section 2 of the Federal Arbitration Act is found not to apply to you or to a particular claim or dispute and Section 18 is not enforceable, you agree that any claim or dispute that has arisen or may arise between you and Yuno must be resolved exclusively by a state or federal court located in the State of North Carolina, except that you or we are permitted to bring small claims actions in state court in the county in which you reside if such court has a small claims procedure. Except for such small claims court exceptions, you and Yuno agree to submit to the personal jurisdiction of the courts located within the State of North Carolina for the purpose of litigating all such claims or disputes. You and Yuno agree to waive trial by jury in any court proceeding.
19. Agreement to Arbitrate.
Any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought by either party is less than Ten Thousand Dollars ($10,000) shall be resolved via binding non-appearance-based arbitration (“Arbitration”) initiated through the American Arbitration Association (“AAA”). The AAA Rules are available online at www.adr.org or by calling the AAA at 1-800-778-7879. In any such arbitration, the parties and AAA must comply with the following rules: (a) the Arbitration shall be conducted by telephone, online and/or be solely based on written submissions, where the specific manner shall be chosen by the party initiating the Arbitration; (b) the Arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed upon by the parties; (c) the arbitrator may award injunctive or declaratory relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim; and (d) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in these Terms of Service shall prevent either party from seeking remedies in small claims court of competent jurisdiction.
YOU AGREE THAT ANY CLAIMS SUBJECT TO ARBITRATION UNDER THIS SECTION 19 MUST BE MADE IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
This Arbitration section will survive the termination of your relationship with Yuno.
You may not assign or transfer your rights or obligations under these Terms of Service in whole or in part to any third party without the consent of Yuno. These Terms of Service shall bind and inure to the benefit of the parties to these Terms of Service and their respective successors, permitted transferees, and permitted assigns. Yuno and you are independent contractors and are not partners, joint venturers, agents, employees or representatives of the other party. These Terms of Service contain the entire understanding of the parties with respect to the transactions and matters contemplated hereby, supersedes all previous communications, understandings and agreements (whether oral or written) other than any click-through or end user license agreement provided by Yuno or any subscriber agreement, and cannot be amended except by a writing signed by both parties or by Yuno’s posting of an amended version of these Terms of Service on its Website. The headings and captions used in these Terms of Service are used for convenience only and are not to be considered in construing or interpreting these Terms of Service. If any part of these Terms of Service is held to be unlawful, void, or unenforceable, that part will be deemed severable and shall not affect the validity and enforceability of the remaining provisions.
Yuno Services are available only to, and may only be used by, individuals who are 18 years of age and older who can form legally binding contracts under applicable law. Individuals under the age of 18 can use our Services only in conjunction with and under the supervision of a parent or guardian. In this case, the parent or guardian is responsible for any and all activities of such minor.
22. For Additional Information.
If you have any questions about these Terms of Service, please contact us at: Portal Building Suite 317, 9319 Robert D. Snyder Rd., Charlotte, NC 28223 USA or by email at firstname.lastname@example.org
Copyright © 2017, Yuno, Inc. All Rights Reserved.
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Version: August 17, 2015