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Terms and Conditions

Last Updated: July 1, 2007

TERMS OF USE FOR THE ZUMER SERVICE
(THE "TERMS OF USE")

IMPORTANT: CAREFULLY READ THESE TERMS OF USE BEFORE USING ANY SERVICE.

These Terms of Use create a binding legal agreement between you and ZUMER Interactive Inc., doing business as ZUMER , and its suppliers and its licensors (collectively "we", "our" or "us").

By using the Web Site, the ZUMER Service, using our software or other products, you signify your irrevocable acceptance of these Terms of Use. You also agree to ensure that anyone who uses the Web Site, the ZUMER Service, our software or other products on your computer or mobile wireless device abides by the Terms of Use. We have the right to revise the Terms of Use at any time without providing notice to our users. Your continued use of the Web Site, the ZUMER Service, our software or other products shall be deemed irrevocable acceptance of those revisions.

The ZUMER Service provided to you under these Terms of Use is only for your personal and non-commercial use.

Description of ZUMER Service

We will provide you a version of a service that allows you to rank companies according to your values to assist in you making purchasing decisions that align with what you believe in (the "ZUMER Service ").

Your wireless mobile service provider, Internet service provider, VOIP provider, telephony provider or other third parties may charge you for use of any of their services as it relates to the ZUMER Service. We have no affiliation with, or responsibility for, any of those third parties. You will have to enter into separate agreements with them for their services and products. You alone are responsible for all charges or fees charged by such third parties for your use of their services.

We are not responsible to provide or maintain any hardware required to connect to the ZUMER Service.

Right to Terminate or Modify Terms of Use and ZUMER Services

These Terms of Use shall terminate at any time that we decide, in our sole discretion. We will advise you of the termination. This does not limit any of our other rights to terminate under the Terms of Use.

At any time, we may modify these Terms of Use upon notice to you by publishing the changes on our Web site.

You may terminate your use of the ZUMER Service by simply ceasing to use the ZUMER Service if we modify these Terms of Use.

Your continued use of the ZUMER Service after notice of any change to the Terms of Use will mean that you agree to the amended Terms of Use.

At any time and without cost, charge or liability, we may terminate your use or right to use the ZUMER Service for any reason, including, but not limited to, a failure to comply with these Terms of Use or a failure to comply with any terms or conditions of any other agreement between you and us.

At any time and without cost, charge or liability, we may modify or discontinue, temporarily or permanently, the ZUMER Service (or any part thereof) with or without notice to you.

Registration & Personal Information

For our providing you the ZUMER Service, you must provide and maintain true, accurate, current and complete information about you as prompted by the ZUMER Service registration process (an "Account").

You must have an Account to use the ZUMER Service.

Personal information you provide to us is governed by our Privacy Guidelines and applicable laws related to personal information. Your use of the ZUMER Service indicates your acceptance of the terms of the Privacy Guidelines.

You are responsible for maintaining the confidentiality of your Account information and are responsible for all activities that occur in your Account. You will notify us immediately of any unauthorized use at accounts@zumer.com.

ZUMER Service Use

You agree that we may establish practices and procedures for any use of the ZUMER Service. We may, for example, set a maximum number of times and the duration that you can access your Account or the ZUMER Service in a given time period.We may modify these practices and procedures at any time, in our sole discretion, with or without notice.

All information received, sent, saved, collected or distributed through the ZUMER Service, however transmitted, (the "Content") is the sole responsibility of the person from which such Content originated. This means that you, other ZUMER Service users, and the people who you contact or contact you, and not us, are entirely responsible for all Content that is received, sent, saved, collected, distributed or otherwise make available via the ZUMER Service.

We do not warrant that the functions contained in the ZUMER service provided by the Web Site will be uninterrupted or error-free, that defects will be corrected or that this service or the server that makes it available will be free of viruses or other harmful components.

To get support for the ZUMER Service, email us at support@zumer.com or peruse the ZUMER Frequently Asked Questions page.

As part of the registration process, each user will select a User Name ("User Name") and a password ("Password"). You shall provide us with accurate, complete, and updated account information. Failure to do so shall constitute a breach of this Terms of Use, which may result in immediate termination of your account. You may not (i) select or use a User Name of another person with the intent to impersonate that person; (ii) use a name subject to the rights of any other person without authorization; or (iii) use a User Name that we, in our sole discretion, deem inappropriate or offensive.

You shall notify us of any known or suspected unauthorized use(s) of your account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your Password. You shall be responsible for maintaining the confidentiality of your Password.

Any fraudulent, abusive, or otherwise illegal activity is grounds for termination of your account and the Service, at our sole discretion, and you may be reported to appropriate law-enforcement agencies.

We may provide links to other sites that we feel are relevant and interesting to our users ("Link Sites"). We are not responsible for the content on the Link Sites and are not responsible for the accuracy of the information and intellectual property notices therein. Some of these Link Sites may provide you with opportunities to purchase products ("Products"). We do not endorse any of the Products nor do we make any representations or warranties in connection with the Products.

We do our best to monitor content but cannot guarantee to monitor or control all the Content on our site.

WE DO NOT GUARANTEE THE USE, ACCURACY, INTEGRITY OR QUALITY OF ANY CONTENT. YOU UNDERSTAND THAT BY USING THE ZUMER SERVICE, YOU MAY BE EXPOSED TO CONTENT THAT IS OFFENSIVE, INDECENT OR OBJECTIONABLE.

You will not use the ZUMER Service to send, save, collect, distribute or transmit any Content that:

  1. is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libellous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
  2. may harm minors in any way;
  3. may manipulate identifiers in order to disguise the origin of any Content transmitted through the ZUMER Service or the source of any Content;
  4. you do not have a right to make available under any law or under contractual or fiduciary relationships;
  5. is unsolicited or unauthorized advertising, promotional materials, or any other form of solicitation;
  6. download, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or telephone handset equipment (mobile or otherwise);
  7. interfere with or disrupt the ZUMER Service or servers or networks connected to the ZUMER Service , or disobey any requirements, procedures, policies or regulations of our networks connected to the ZUMER Service ; or
  8. may violate or infringe any right of any third party.

To report any abuse of the ZUMER Service or these Terms of Use, please contact us at support@zumer.com.

Fees and Payments

We reserve the right at any time to charge fees or change the fees for access to portions of the ZUMER Service or the ZUMER Service as a whole. However, in no event will you be charged for access to the ZUMER Service unless we obtain your prior agreement to pay such fees or changed fees and we give you reasonable advance notice to cancel the ZUMER Service.

If you elect not to pay any fees charged by us, we will have the right to cease providing the ZUMER Service to you.

Communications

We reserve the right to contact you by email, phone, text message or regular mail for the purpose of informing you of changes or additions to the Terms of Use, the ZUMER Service or other services offered by us. Our collection, use and disclosure of your personal information are governed by our Privacy Policy.

Title

All rights, title, interest, ownership, and intellectual property rights in and to all content on any of our websites, and the ZUMER Service are, and will remain, ours. Any software provided by us to use the ZUMER Service is governed by the standard license agreements which you will be required to enter in to and agree to separately from these Terms of Use. The ZUMER Service is protected by the laws of Canada and other countries, and by international treaties. We make no claim to the right, title or interest in and to the Content provided by you or accessed through the ZUMER Service.

You acknowledge that any ideas, suggestions, concepts, processes or techniques which you provide to us related to the ZUMER Service , our company or its business ("Feedback") shall become our property without any compensation or other consideration payable to you by us, and you do so of your own free will and volition. We may or may not, in our sole discretion, use or incorporate the Feedback in whatever form or derivative we may decide into the ZUMER Service (or future versions or derivatives), our business or other products. You hereby assign all rights to us in any Feedback and, as applicable, waive any moral rights.

We own any results, data information and other output generated by your use of the ZUMER Service during the term of these Terms of Use.

Trademark

"Zumer" and the ZUMER logo (the "ZUMER Marks") are trademarks of ZUMER Interactive Inc. All rights in them are reserved to ZUMER Interactive Inc.

Disclaimer of Warranties

THE ZUMER SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE USE OF THE ZUMER SERVICE IS AT YOUR SOLE RISK.

WE EXPRESSLY DISCLAIM, AND YOU HEREBY WAIVE, ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT THE ZUMER SERVICE WILL MEET YOUR REQUIREMENTS, BE UNINTERUPTED, TIMELY, SECURE, VIRUS FREE OR ERROR FREE, OR THAT ANY ERRORS IN THE SOFTWARE OR ZUMER SERVICE WILL BE CORRECTED.

ANY CONTENT SENT, TRANSMITTED OR OBTAINED THROUGH THE USE OF THE ZUMER SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO ANY COMPUTER SYSTEM, MOBILE TELEPHONE, MOBILE WIRELESS DEVICE OR DATA THAT RESULTS FROM THE USE OF THE ZUMER SERVICE.

NO ADVICE OR INFORMATION, WHETHER WRITTEN OR ORAL, OBTAINED BY YOU FROM US, OUR EMPLOYEES, OFFICERS, DIRECTORS, AGENTS OR REPRESENTATIVES SHALL CREATE ANY WARRANTY OR CONDITION NOT EXPRESSLY STATED IN THESE TERMS OF USE.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT ARE WE LIABLE FOR ANY DIRECT, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER OR FOR DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERUPTION, COMPUTER FAILURE, LOSS OF BUSINESS INFORMATION, OR OTHER LOSS ARISING OUT OF THESE TERMS OF USE OF THE ZUMER SERVICE, THE USE OR INABILITY TO USE THE ZUMER SERVICE, THE MODIFICATION, SUSPENSION OR DISCONTINUATION OF THE SERVICE, YOUR ACCOUNT INFORMATION, ANY CONTENT SENT, RECEIVED, STORED OR DISTRIBUTED VIA THE ZUMER SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US RELATED TO THE ZUMER SERVICE SHALL BE CANCELLATION OF THE ZUMER SERVICE. IF A COURT AWARDS ANY DAMAGES DESPITE THE FOREGOING LIMITATIONS OF LIABILITY IN THIS TERMS OF USE, SUCH DAMAGES FOR ANY AND ALL CLAIMS UNDER THIS TERMS OF USE SHALL NOT IN THEIR AGGREGATE, IN ANY CIRCUMSTANCE, EXCEED THE AMOUNT YOU PAID FOR THE ZUMER SERVICE IN THE SIX MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CAUSE OF ACTION FIRST AROSE.

THE LIMITATIONS OF LIABILITY IN THIS SECTION 5 SHALL APPLY WHETHER OR NOT THE ALLEGED BREACH OR DEFAULT IS A BREACH OF A FUNDAMENTAL CONDITION OR TERM, OR A FUNDAMENTAL BREACH.

Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you. No action, claim or proceeding may be commenced by you for any matter arising out of, or related to this Agreement two years beyond the date on which you first became of aware of the cause of action.

Indemnification

YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS US, OUR OFFICERS, DIRECTORS, EMPLOYEES, SUPPLIERS, LICENSORS AND AFFILIATES, FROM AND AGAINST ANY CLAIMS, LOSSES, DAMAGES, FINES AND EXPENSES (INCLUDING ATTORNEY'S FEES AND COSTS) ARISING OUT OF OR RELATING TO ANY CLAIMS THAT YOU HAVE USED THE ZUMER SERVICE IN VIOLATION OF ANOTHER PARTY'S RIGHTS, IN VIOLATION OF ANY LAW, IN VIOLATION OF THESE TERMS OF USE, OR ANY OTHER CLAIM RELATED TO, OR ARISING OUT OF, YOUR USE OF THE ZUMER SERVICE OR THIS AGREEMENT.

Termination

We may terminate your Member Account and access to the ZUMER Service for any reason or for no reason, including but not limited to, your failure to comply with the Terms of Use or our Privacy Policy, a request by you to terminate your Account, discontinuance or material modification to the ZUMER Service , unexpected technical issues or problems, extended periods of inactivity, requests by law enforcement or other government agencies, or your failure to comply with any term of any agreement between you and us. Upon termination, we will eliminate access to the ZUMER Service.

Member Age Restriction

The ZUMER Service is not intended for or knowingly provided to, and may not be used by, persons under the age of consent. By agreeing to the Terms of Use, you hereby represent and warrant to us that you are at least of the age of consent, in your jurisdiction.

Specifically, you represent and warrant the following in order to be able to use any ZUMER Service:

  • In the United States and Canada, the Service is not knowingly provided to children under the age of 14. If you are accessing the Service from the United States or Canada, you hereby represent, warrant and covenant that you are at least 14 years old.
  • In Australia, New Zealand and South Africa, the Service is not knowingly provided to children under the age of 18. If you are accessing the Service from Australia or New Zealand, you hereby represent, warrant and covenant that you are at least 18 years old.
  • In the United Kingdom and Ireland, the Service is not knowingly provided to children under the age of 18. If you are accessing the Service from the United Kingdom or Ireland, you hereby represent, warrant and covenant that you are at least 18years old.

Miscellaneous

The ZUMER Service is personal to you, and may not be assigned in part or in whole.

These Terms of Use have been made in and shall be construed and enforced in accordance with the laws of the jurisdiction of the Province of British Columbia, Canada, and you irrevocably consent to submit to the exclusive jurisdiction of the courts of the Province of British Columbia for any claim, proceeding or action under the Terms of Use, except for any claim, proceeding or action by us for equitable relief.

The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded.

You agree that these Terms of Use are specifically enforceable by injunctive relief and other equitable remedies without proof of monetary damages.

These Terms of Use shall constitute the complete and exclusive agreement between you and us, and govern your use of the ZUMER Service.

If any provision of this Terms of Use is declared by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be severed from the Terms of Use and the other provisions shall remain in full force and effect.

We may assign this Terms of Use and your Account to any third party in our sole discretion.

This Terms of Use binds you, your heirs, legal representatives, executors and permitted assigns.

The sections of "Title", "Disclaimer of Warranties", "Limitation of Liability", "Indemnity" and "Miscellaneous" will survive any actual or purported termination or expiry of these Terms of Use and continue in full force and effect.

You represent and warrant that you are authorized and permitted under all laws applicable to you: to the use the ZUMER Service , to enter into these Terms of Use and comply with its terms, to meet your obligations hereunder and comply with all laws, regulations or policies that apply to the ZUMER Service , including, without limitation, any and all import and export control regulations and laws, and a breach of any representation or warranty is a terminable breach of these Terms of Use.

This Terms of Use is the entire agreement between us related to the subject matter in these Terms of Use.This Terms of Use replaces and supersedes any other agreement, representation or discussion, oral or written, and may not be changed except in writing signed by us, regardless of whether or not the parties act under an unsigned "electronic" agreement or rely on such an unsigned agreement.

[END OF TERMS OF USE]

 

If you have any questions or concerns regarding these Terms of Use, please contact us at info@zumer.com

To get support for any ZUMER Service, email us at support@zumer.com.

To report any abuse of the ZUMER Service or these Terms of Use, please contact us at support@zumer.com.

 

© Zumer Interactive Ltd., 2008