Terms of Service - ShoppingGopher.net

TERMS OF SERVICE

Shopping Gopher Web Site Agreement

The SHOPPING GOPHER Web Site (the “Site”) is an online information service provided by Shopping Gopher, subject to your compliance with the terms and conditions set forth below. PLEASE READ THIS DOCUMENT CAREFULLY BEFORE ACCESSING OR USING THE SITE. BY ACCESSING OR USING THE SITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE SITE. SHOPPING GOPHER MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING OF THE MODIFIED AGREEMENT ON THE SITE. YOU AGREE TO REVIEW THE AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE OF THE SITE SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE MODIFIED AGREEMENT.

1. Copyright, Licenses and Idea Submissions.

The entire contents of the Site are protected by international copyright and trademark laws. The owner of the copyrights and trademarks are SHOPPING GOPHER , its affiliates or other third party licensors. YOU MAY NOT MODIFY, COPY, REPRODUCE, REPUBLISH, UPLOAD, POST, TRANSMIT, OR DISTRIBUTE, IN ANY MANNER, THE MATERIAL ON THE SITE, INCLUDING TEXT, GRAPHICS, CODE AND/OR SOFTWARE. You may print and download portions of material from the different areas of the Site solely for your own non-commercial use provided that you agree not to change or delete any copyright or proprietary notices from the materials. You agree to grant to SHOPPING GOPHER a non-exclusive, royalty-free, worldwide, perpetual license, with the right to sub-license, to reproduce, distribute, transmit, create derivative works of, publicly display and publicly perform any materials and other information (including, without limitation, ideas contained therein for new or improved products and services) you submit to any public areas of the Site (such as bulletin boards, forums and newsgroups) or by e-mail to Shopping Gopher by all means and in any media now known or hereafter developed. You also grant to Shopping Gopher the right to use your name in connection with the submitted materials and other information as well as in connection with all advertising, marketing and promotional material related thereto. You agree that you shall have no recourse against Shopping Gopher for any alleged or actual infringement or misappropriation of any proprietary right in your communications to Shopping Gopher .

TRADEMARKS

Publications, products, content or services referenced herein or on the Site are the exclusive trademarks or servicemarks of Shopping Gopher . Other product and company names mentioned in the Site may be the trademarks of their respective owners.

You may use our company name, logos and marketing materials as long as you are a paid member and your subscription is current. If you should decide to cancel your account you must immediately stop using our name, logos and marketing materials. If we must legally pursue your adherance to this policy you will be responsible for paying all court costs and attorney fees.

Shopping Gopher may cancel your account at anytime should we receive reports of fraud, misuse, criminal activity or any other reason that we may deem cause for termination.

2. Use of the Site.

You understand that, except for information, products or services clearly identified as being supplied by Shopping Gopher, does not operate, control or endorse any information, products or services on the Internet in any way. Except for Shopping Gopher - identified information, products or services, all information, products and services offered through the Site or on the Internet generally are offered by third parties, that are not affiliated with Shopping Gopher. a. You also understand that Shopping Gopher cannot and does not guarantee or warrant that files available for downloading through the Site will be free of infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the Site for the reconstruction of any lost data.

YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND THE INTERNET. SHOPPING GOPHER PROVIDES THE SITE AND RELATED INFORMATION “AS IS” AND DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER (INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE OR NONINFRINGEMENT, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) WITH REGARD TO THE SERVICE, ANY MERCHANDISE INFORMATION OR SERVICE PROVIDED THROUGH THE SERVICE OR ON THE INTERNET GENERALLY, AND SHOPPING GOPHER SHALL NOT BE LIABLE FOR ANY COST OR DAMAGE ARISING EITHER DIRECTLY OR INDIRECTLY FROM ANY SUCH TRANSACTION. IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ALL OPINIONS, ADVICE, SERVICES, MERCHANDISE AND OTHER INFORMATION PROVIDED THROUGH THE SERVICE OR ON THE INTERNET GENERALLY. SHOPPING GOPHER DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SERVICE WILL BE CORRECTED.

YOU UNDERSTAND FURTHER THAT THE PURE NATURE OF THE INTERNET CONTAINS UNEDITED MATERIALS SOME OF WHICH ARE SEXUALLY EXPLICIT OR MAY BE OFFENSIVE TO YOU. YOUR ACCESS TO SUCH MATERIALS IS AT YOUR RISK. SHOPPING GOPHER HAS NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY WHATSOEVER FOR SUCH MATERIALS.

LIMITATION OF LIABILITY

IN NO EVENT WILL SHOPPING GOPHER BE LIABLE FOR (I) ANY INCIDENTAL, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE, OR ANY INFORMATION, OR TRANSACTIONS PROVIDED ON THE SERVICE, OR DOWNLOADED FROM THE SERVICE, OR ANY DELAY OF SUCH INFORMATION OR SERVICE. EVEN IF SHOPPING GOPHER OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SERVICE AND/OR MATERIALS OR INFORMATION DOWNLOADED THROUGH THE SERVICE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, SHOPPING GOPHER LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

SHOPPING GOPHER makes no representations whatsoever about any other web site which you may access through this one or which may link to this Site. When you access a non- SHOPPING GOPHER web site, please understand that it is independent from SHOPPING GOPHER, and that SHOPPING GOPHER has no control over the content on that web site. In addition, a link to a SHOPPING GOPHER web site does not mean that SHOPPING GOPHER endorses or accepts any responsibility for the content, or the use, of such web site.

3. Indemnification.

You agree to indemnify, defend and hold harmless SHOPPING GOPHER, its officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Service from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of this Agreement (including negligent or wrongful conduct) by you or any other person accessing the Service.

4. Third Party Rights.

The provisions of paragraphs 2 (Use of the Service), and 3 (Indemnification) are for the benefit of SHOPPING GOPHER and its officers, directors, employees, agents, licensors, suppliers, and any third party information providers to the Service. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.

5. Termination.

This Agreement may be terminated by either party without notice at any time for any reason. The provisions of paragraphs 1 (Copyright, Licenses and Idea Submissions), 2 (Use of the Service), 3 (Indemnification), 4 (Third Party Rights) and 6 (Miscellaneous) shall survive any termination of this Agreement.

You understand and agree that you, the Affiliate may terminate this Agreement at anytime by cancelling the Affiliate account online through your Shopping Gopher account. You also agree that Shopping Gopher may terminate this Agreement or any part of the Shopping Gopher services at any time, for any reason or in the event that you breach any obigation hereunder.

If the option of self-termination is elected, you understand that you will not be refunded for remaining fees. All fees are nonrefundable. Affiliate understands that upon self-termination, there will be no refunds provided for advanced Affiliate fees already paid.

If this agreement is signed as a partnership, both partners must exercise the right to terminate. Should one partner wish to remain as a ShoppingGopher Affiliate, that partner must submit a new application and agreement as a sole proprietor or with a new partner.

You agree that upon termination as a Shopping Gopher Affiliate, by either party, that he or she will not compete against the Shopping Gopher service by the undertaking of another, new to you, personal shopping business in any area for a period not to exceed two years from date of termination.You further agree that upon termination as a Shopping Gopher Affiliate, by either party, that he or she will not disclose or use any proprietary information that was made available to them as an active Affiliate to any third party about Shopping Gopher for a period not to exceed ten years from date of termination.

6. Agreement

You understand that Shopping Gopher reserves the right to amend this agreement as needed from time to time. You understand that the term of this Agreement shall be for the lifetime of the Affiliate’s active status, except whereas otherwise noted in this agreement, and shall automatically renew every month, without further act of the Affiliate or Shopping Gopher. You understand that as an Affiliate that you must be of legal age to be a Shopping Gopher Affiliate. You agree and understand that as an Affiliate you are in business for yourself and not an employee, agent, partner, legal representative, franchisee or an independent contractor of Shopping Gopher. As an Affiliate you will be responsible for your own taxes and accounting practices. Shopping Gopher will not report your earnings to any agency, as we do not have access to your earnings information. Affiliate further agrees not to incur any debt, expense, and obligation on behalf of, for, or in the name of Shopping Gopher. You agree that all fees paid to Shopping Gopher are nonrefundable.

7. Conditions

You agree as an Affiliate to submit answers to any questions we may have regarding your business such as but not limited to: services offered, pricing, customer testimonials, advertising materials. You agree to submit your Affiliate hours of operation, fees and contact information to be posted on our website. This will become public information.

8. Personal Information

You understand that your contact information (email address, phone number, etc.) will be public information located on your affiliate information page within the Shopping Gopher website and you understand that you may receive unwanted contact from persons with access to this information, for business other than Shopping Gopher business, and that these types of contacts are beyond the control of Shopping Gopher.

9. Advertising

You agree as an Affiliate to follow Shopping Gopher advertising guidelines and you agree to not misrepresent Shopping Gopher products or services. As an Affiliate, you may use your own advertisements to promote your Shopping Gopher business so long as your advertisement does not misrepresent the service or services provided, are not distasteful and does not defame the Shopping Gopher name, company or business as a whole. The Affiliate also agrees not to defame, misrepresent or place any distasteful advertisements against any other company or competitive service provider. Affiliate further understands that prohibited sites for advertising Shopping Gopher products or services include: Sites that promote sexually explicit material or violence; sites that promote discrimination based on race, sex, religion, national origin, or physical disability; sites that promote illegal activities.

10. Spam

You agree as an Affiliate not to utilize SPAM in promoting Shopping Gopher. This action may result in the immediate suspension or termination of the Affiliate. Affiliate will also be in violation of the Shopping Gopher Affiliate Agreement and subject to legal action and be held liable for any financial loss incurred by Shopping Gopher. Any service interruptions to Shopping Gopher as a result of Affiliates spamming will be billed to Affiliate at 500 US dollars per hour until service is restored.

For the purpose of this agreement SPAM is defined as emailing ANYONE, in bulk or by single mailing, about Shopping Gopher, who has not specifically requested the information directly from the Affiliate. Shopping Gopher also considers ANY type of unauthorized advertisement about Shopping Gopher posted to a Newsgroup or Chat Room, to be spam. The meaning of unauthorized in this section is described as not having permission from the moderator of the Newsgroup or Chat Room.

The following examples are not considered SPAM:

A. Mailing to APPROPRIATE OPT-IN mailing lists where the source does the mailing on Affiliate’s behalf and advertises a Shopping Gopher provided gateway URL. However, use extreme caution when choosing an opt-in mailing list company! Using anything but the most reputable sources could generate spam complaints against the Affiliate resulting in suspension or termination.

B. You may include information on Shopping Gopher in email Acknowledgment Messages for orders and inquiries that you receive so long as the recipient of the message has not requested to not be contacted.

11. Delegation of Duties:

You agree that as an Affiliate you will not assign rights or delegate duties under this Agreement without the prior written consent of Shopping Gopher. Upon request, Shopping Gopher will provide Affiliate with guidelines for the sale, transfer or assignment of Affiliate’s Shopping Gopher business.

12. Exclusive Territories

You understand that all territories (cities, towns, townships) that you choose to service as an Affiliate are assigned exclusively to you. Shopping Gopher will not allow for more than one Affiliate in any given territory and/or zipcode at one time. Shopping Gopher reserves the right to limit the number of territories that any Affiliate may claim as exclusive if it is decidedly determined that any Affiliate cannot or will not service said territories effectively. Any breach of this contract/agreement by you as an Affiliate may also release your claim to any exclusive territories already established under this Terms of Use Agreement.

13. Miscellaneous.

This Agreement shall all be governed and construed in accordance with the laws of USA applicable to agreements made and to be performed in USA. You agree that any legal action or proceeding between SHOPPING GOPHER and you for any purpose concerning this Agreement or the parties’ obligations hereunder shall be brought exclusively in a federal or state court of competent jurisdiction sitting in USA . Any cause of action or claim you may have with respect to the Service must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred. SHOPPING GOPHER ‘s failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. SHOPPING GOPHER may assign its rights and duties under this Agreement to any party at any time without notice to you.

Any rights not expressly granted herein are reserved.