Welcome to the SaverKey International (“SaverKey”) family of websites (“Website”, including all sites that are owned or licensed to SaverKey ). The following Terms of Service (“TOS”) contain the terms and conditions that govern your use of the Website and Website Services (as defined below). These TOS describe your rights and responsibilities and what you can expect from the Website Services. Use of the Website constitutes acceptance of these TOS.
SaverKey reserves the right to add, delete and/or modify any of the terms and conditions contained in this TOS, at any time and in its sole discretion, by posting a change notice or a new agreement on the Website. In the event of substantive changes to this TOS, you may be notified by email. If any modification is unacceptable to you, your only recourse is to not use the Website and the Website Service. Your continued use of the Website Website following posting of a change notice or new TOS on the Website will constitute binding acceptance of the changes.
The Website Service.
SaverKey provides a broad suite of services including but not limited to, general directory listing and contact management services, a global loyalty program, business/personal advertising services, email, access, and other such services (all such services, collectively, the “Website Service”). Website allows all users to browse the Website, add contacts, view vendor data, interact with advertising and/or vendor promotions, create personal or shared directory listings, create/send email messaging, and much more. SaverKey may offer a number of other services on its such as message boards, contests, and newsletters, which may change from time to time.
Use of the Website and Website Service.
2.1 Eligibility. SaverKey will only knowingly provide the Website Service to parties that can lawfully enter into and form contracts under applicable law. If you are under the age of 18, but at least 13 years of age, you may use the Website Service only under the supervision of a parent or legal guardian who agrees to be bound by these TOS. The Website Service is not intended for children under the age of 13.
2.2 Compliance with TOS and Applicable Law. You must comply with all of the terms and conditions of these TOS, the applicable agreements and policies referred to below, and all applicable laws, regulations and rules when you use the Website Service and the Website.
2.3 Your License to Use the Website and the Website Service.
(a) SaverKey solely and exclusively owns (or licenses) all intellectual property and other rights, title and interest in and to the Website Service and Website, except as expressly provided for in these TOS. For example and without limitation, SaverKey owns/licenses the trademarks DotContacts (SM), SaverKey (SM), YPC, PrivateMessenger, Website, Website & Design; the copyrights in and to the Website, and certain technology used in providing the Website Service. You will not acquire any right, title or interest therein under these TOS or otherwise.
(b) SaverKey grants you a limited revocable license to access and use the Website and the Website Service for its intended purposes, subject to your compliance with these TOS. This license does not include the right to collect or use information contained on the Website for purposes prohibited by SaverKey; to compete with SaverKey; create derivative works based on the content of the Website; or download or copy the Website (other than page caching). If you use the Website in a manner that exceeds the scope of this license or breach this TOS, SaverKey may revoke the license granted to you.
3.1 Prohibited Use. You may only use the Website Service as expressly permitted by SaverKey. You may not cause harm to the Website or the Website Service. Specifically, but not by way of limitation, you may not: (i) interfere with the Website Service by using viruses or any other programs or technology designed to disrupt or damage any software or hardware; (ii) modify, create derivative works from, reverse engineer, decompile or disassemble any technology used to provide the Website Service; (iii) use a robot, spider or other device or process to monitor the activity on or copy pages from the Website, except in the operation or use of an internet “search engine”, hit counters or similar technology; (iv) collect electronic mail addresses or other information from third parties by using the Website Service; (v) impersonate another person or entity; (vi) use any meta tags, search terms, key terms, or the like that contain SaverKey’s name or trademarks; (vii) engage in any activity that interferes with another user’s ability to use or enjoy the Website Service; or (viii) assist or encourage any third party in engaging in any activity prohibited by these TOS.
Create and Buy General Rules and License.
4.1 Description. As part of the Website Service, SaverKey offers a variety of services that allows you to add and create your own contact lists and directories, interact with vendors, view coupons, participate with third party promotions, etc.
Reservation of Rights.
5.1 Monitoring. SaverKey reserves the right, but does not assume the obligation, to monitor transactions and communications that occur through the Website. If SaverKey determines, in its sole and absolute discretion, that you or another Website user will breach a term or condition of these TOS or that such transaction or communication is inappropriate, SaverKey may cancel such transaction or take any other action to restrict access to or the availability of any material that may be considered objectionable, without any liability to you or any third party.
5.2 Modification of the Service. SaverKey may modify the Website Service at any time with or without notice to you, and will incur no liability for doing so.
When you submit questions, comments, suggestions, ideas, message board postings, material submitted via web forms, contest entries, communications or any other information (“Submissions”), you grant SaverKey permission to use such Submissions for marketing and other promotional purposes, including the right to sublicense. You agree that SaverKey will have no obligation to keep any Submissions confidential. You will not bring a claim against SaverKey based on “moral rights” or the likes arising from Website’s use of a Submission.
SaverKey Points, Connectors, and Referral Programs.
SaverKey offers various reward programs including private programs offered by SaverKey Merchants and global programs that are offered by SaverKey. Private Programs can track and reward their customers based on items purchased, cash spent, visit activity, and other parameters as they see fit. SaverKey is merely a tracking system that helps these Merchants reward patronage in their business from their own resources.
7.1 SaverKey Global Points is a system-wide program offered by SaverKey in cooperation with certain SaverKey Merchants to reward SaverKey Members for loyalty and various promotional that drive the Merchants’ customer base and bring new members into the SaverKey platform. SaverKey Global Points have NO MONETARY VALUE and cannot be used as cash. They may be exchanged for various items that are listed in the SaverKey Points Mall.
7.2 SaverKey Points Mall is a service that allows SaverKey Members to exchange SaverKey Global Points for a voucher that is good at a specific SaverKey Merchant. These vouchers have no cash value but can be exchanged at the given vendor as the Vendor’s appreciation for promotional efforts and/or loyalty at their business (or, more substantially, as a reward for promoting and/or bringing loyalty to SaverKey Merchants as a part of a complete network).
7.3 SaverKey Connectors™ are simply SaverKey Members that have agreed to learn about the SaverKey Philosophy and help spread the word while helping people utilize SaverKey Services. SaverKey Connectors agree, as part of this Agreement, that they are NOT employees of SaverKey and that they will not be paid any form of cash payment. Should there be any ruling by any state or federal government body that makes this paragraph questionable, SaverKey Connectors agree by this paragraph that would be treated as Independent Contractors and that SaverKey has no liability of any kind otherwise.
SaverKey Service Levels
SaverKey offers various services to both business and personal members. Services purchased at any given service level may be retained if the member upgrades to a higher level of service in that category. Downgraded services, however, are subject to removal from the members’ account or a price/quantity adjustment to the lower level pricing solely based upon SaverKey’s policies at the time of conversion.
Representations and Warranties.
9.1 Mutual Representations and Warranties. You represent and warrant to SaverKey and SaverKey represents and warrants to you: (i) that you or it has the full power and authority to enter into and perform under these TOS, (ii) the execution and performance of your or its obligations under these TOS do not constitute a breach of or conflict with any other agreement or arrangement by which you or it is bound, and (iii) these TOS are a legal, valid and binding obligation of the party entering into these TOS, enforceable in accordance with their terms and conditions.
9.2 By You. You represent and warrant to SaverKey that, in your use of the Website Service, you: (i) will not infringe the copyright, trademark, patent, trade secret, right of privacy, right of publicity or other legal right of any third party and (ii) will comply with all applicable laws, rules, and regulations. You further represent and warrant to SaverKey that: (i) there are no claims, demands or any form of litigation pending, or to the best of your knowledge, threatened with respect to any of your Content; (ii) SaverKey will not be required to make any payments to any third party in connection with its use of your Content, except for the expenses that SaverKey incurs in providing the Website Service; (iii) the use of any instructions, formulae, recommendations, or the like contained in your Content will not cause injury to any third party; and (iv) your Content does not contain viruses or any other programs or technology designed to disrupt or damage any software or hardware.
Disclaimers and Exclusions.
10a.1 DISCLAIMER OF WARRANTIES. SAVERKEY PROVIDES THE WEBSITE AND WEBSITE SERVICE ON AN “AS IS” AND “AS AVAILABLE” BASIS. SAVERKEY DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE, WEBSITE SERVICE OR ITS USE: (i) WILL BE UNINTERRUPTED, (ii) WILL BE FREE OF INACCURACIES OR ERRORS, (iii) WILL MEET YOUR REQUIREMENTS, OR (iv) WILL OPERATE IN THE CONFIGURATION OR WITH THE HARDWARE OR SOFTWARE YOU USE. SAVERKEY MAKES NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY IN THESE TOS, AND HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT.
10a.2 EXCLUSION OF DAMAGES. SAVERKEY WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THE WEBSITE SERVICE, BASED ON ANY CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Limitation of Liability.
LIMITATION OF LIABILITY. EXCEPT FOR A BREACH OF A PARTY’S REPRESENTATIONS AND WARRANTIES UNDER THESE TOS OR IN CONNECTION WITH YOUR INDEMNITY OBLIGATIONS UNDER THESE TOS, IN NO EVENT WILL THE LIABILITY OF EITHER PARTY IN CONNECTION WITH THESE TOS EXCEED THE GREATER OF (i) THE AMOUNT PAID BY SAVERKEY TO YOU DURING THE SIX MONTHS IMMEDIATELY PRECEDING THE EVENT THAT GIVES RISE TO SUCH LIABILITY OR (ii) $100.
You must indemnify and hold SaverKey and its employees, representatives, agents, affiliates, directors, officers, managers and shareholders (the “Parties”) harmless from any damage, loss, or expense (including without limitation, attorneys’ fees and costs) incurred in connection with any third-party claim, demand or action (“Claim”) brought against any of the Parties alleging that you have breached any of these TOS through any act or omission. If you have to indemnify SaverKey under this Section, SaverKey will have the right to control the defense, settlement, and resolution of any Claim at your sole expense. You may not settle or otherwise resolve any Claim without SaverKey’s express written permission.
13.1 Termination. Website may suspend or terminate your use of the Website or Website Service if it believes, in its sole and absolute discretion, that you have breached a term of these TOS.
13.2 Survival. Notwithstanding Section 13.1 above, these TOS will survive indefinitely unless and until SaverKey chooses to terminate them.
13.3 Effect of Termination. If you or SaverKey terminates your use of the Website or the Website Service, SaverKey may delete any Content or other materials relating to your use of the Website Service on SaverKey’s servers or otherwise in its possession and SaverKey will have no liability to you or any third party for doing so.
All notices required or permitted to be given under these TOS will be in writing and delivered to the other party by any of the following methods: (i) U.S. mail, (ii) overnight courier, or (iii) electronic mail. If you give notice to SaverKey, you must use the following address: SaverKey International P.O. Box 572561, Salt Lake City, UT 84157, or contact Customer Service. If SaverKey provides notice to you, SaverKey will use the contact information provided by you to SaverKey. All notices will be deemed received as follows: (i) if by delivery by U.S. mail, seven (7) business days after dispatch, (ii) if by overnight courier, on the date receipt is confirmed by such courier service, or (iii) if by electronic mail, 24 hours after the message was sent, if no “system error” or other notice of non-delivery is generated. If applicable law requires that a given communication be “in writing,” you agree that email communication will satisfy this requirement.
All disputes arising out of, relating to or connected with these TOS or your use of any part of the Website Service will be exclusively resolved under confidential binding arbitration held in Salt Lake City, Utah before and in accordance with the Rules of the American Arbitration Association, by a sole arbitrator applying Utah law (without regard for conflicts of law principles). The arbitrator’s award will be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these TOS will be joined to an arbitration involving any other party subject to these TOS, whether through class arbitration proceedings or otherwise. Any action to enforce an arbitrator’s award will be brought in a federal or state court located in Salt Lake City, Utah. Each party hereby irrevocably submits to the personal jurisdiction of the Federal and Utah State courts in Salt Lake County. By entering into these TOS, you hereby irrevocably waive any right you may have to join claims with those of others in the form of a class action or similar procedural device. Any claim arising out of, relating to or connected with these TOS or your use of any part of the Website Service must be asserted individually. Notwithstanding anything to the contrary in this Section 15, SaverKey may seek equitable relief, including, without limitation, injunctive relief and specific performance, without the requirement of posting a bond or other security or proving money damages are insufficient, from a court of competent jurisdiction.
These TOS will be binding upon each party hereto and its successors and permitted assigns, and governed by and construed in accordance with the laws of the State of Utah without reference to conflict of law principles. These TOS will not be assignable or transferable by you without the prior written consent of SaverKey. These TOS (including all of the policies and other Agreements described in this TOS, which are hereby incorporated herein by this reference) contain the entire understanding of the parties regarding its subject matter, and supersedes all prior and contemporaneous agreements and understandings between the parties regarding its subject matter. No failure or delay by a party in exercising any right, power or privilege under these TOS will operate as a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other such right, power, or privilege. You and SaverKey are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by these TOS. The invalidity or unenforceability of any provision of these TOS will not affect the validity or enforceability of any other provision of these TOS, all of which will remain in full force and effect.