User Terms of Service

Shop and Earn

END-USER LICENSE AGREEMENT AND TERMS OF SERVICE

Last updated: 10/01/2019


1. ABOUT THIS AGREEMENT

The following terms and conditions govern your use of the Shop and Earn mobile device application "Shop and Earn" (the “App”), and all content, products, promotions, services and functionality available at or through the App. The App and Services are owned and operated by Shop and Earn.

The Shop and Earn Application allows businesses and advertisers (collectively, “Advertisers”) to deliver ads, deals, news, and other advertising content (collectively, “Ad Content”) on the mobile handset of consumers who have either downloaded and installed the Shop and Earn Application or purchased a handset with Shop and Earn Application pre-installed or received via Over the Air update from the OEM . The users of this Application are referred to collectively as “Users”, and each, a “User”. The Services are offered subject to the terms and conditions contained herein and in all other operating rules, policies and procedures that may be published from time to time through the Services by Shop and Earn (collectively, the “Agreement”). PLEASE NOTE THAT THIS AGREEMENT CONTAINS MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS.

Without limiting the foregoing, the Agreement also incorporates by reference (1) the Shop and Earn Privacy Policy, as it may be amended from time to time and posted on the Site, and (2) if you are an Advertiser, a written agreement between you and Shop and Earn setting forth the terms of the specific monetization activities you are requesting in connection with the Services (each such agreement with an Advertiser, an “Advertising Agreement”). If you wish to become an Advertiser with us, please email us at [email protected]  

PLEASE READ THIS END-USER LICENSE AGREEMENT AND TERMS OF SERVICE AND OUR PRIVACY POLICY CAREFULLY BEFORE DOWNLOADING AND USING THE APPLICATION OR USING A MOBILE PHONE WITH THE APPLICATION. 

By clicking on or pressing “I accept”, “I agree” or similar verbiage during the download and/or signup progress, or by accessing or using any other part of the Services, you agree to become bound by the terms and conditions of this Agreement, which form a legally binding contract between you and Shop and Earn. If you do not agree to all the terms and conditions of this Agreement, then you may not download the Application,use a phone with Application or access or use any Shop and Earn Services. If you are using the Services on behalf of an employer or another entity, you represent and warrant that you have the authority and capacity to bind such entity to the Agreement.

The Services are available only to individuals who are at least 18 years old.If you are less than 16 years old, you may not download the Application or use the Services.  No purchase, payment or other financial contribution is necessary to enter or win a prizes, and any and all Promotions are void where prohibited by law.

2. ACCEPTABLE USE POLICY

Whether or not you register for an account with us, the Services are only available for access and use by you for lawful purposes. You understand that when using the Application, you may be exposed to user content (including, without limitation, Ad Content) provided by other users or third parties, and you agree that Shop and Earn is not responsible for the accuracy, safety, appropriateness or intellectual property rights in or related to such user content. Any action by you or associated with your account that we believe, in our sole and absolute discretion: (a) violates the Agreement; (b) restricts, inhibits, disrupts, interferes with, limits, or prevents access or use of the Services; or (c) through the use of the Services, abuses, defames, harasses, disparages or threatens another user of the Services or any other third party, is strictly forbidden.

Advertisers also may not solicit for commercial purposes other users of the Services, unless permitted by and in accordance with an Advertising Agreement; use the Services to distribute or post solicitations, promotional materials, spam, junk mail, chain letters, or pyramid schemes, unless permitted by and in accordance with an 

Advertising Agreement; use meta tags or any other “hidden text” utilizing any of our or any third party’s product names or trademarks; harvest or otherwise collect personal information about users, including email addresses, without their consent; use any robot, spider, crawler, scraper or other automated means to access the Services, unless permitted by and in accordance with an Advertising Agreement; take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure; or bypass any measures we may use to prevent or restrict access to the Services or certain features or modules of the Services.

We reserve the right to immediately block or disable your ability to advertise in the Application, and/or otherwise terminate your access to the Services, if, in our sole and absolute discretion, we believe that you have engaged in any of the foregoing activities or that they have occurred in association with your account or password.

3. OUR INTELLECTUAL PROPERTY RIGHTS

The proprietary software associated with the Application and the Services, including any enhancements or modifications thereto and any related documentation, as well as the visual and textual elements and the selection, arrangement and compilation of data embodied in (and/or displayed during the execution of) the software, are copyrighted works and exclusively owned by Shop and Earn. In addition, the Services, including all software, Shop and Earn content, inventions, technology, products, services and Shop and Earn data provided on the Site or through the Services, are protected under United States and international copyright, patent, trademark and/or other intellectual property laws and incorporate valuable confidential information and trade secrets of Shop and Earn, and are the exclusive property of Shop and Earn and its licencors. All suggestions, requests and feedback you may communicate to us regarding the Services, and all inventions, improvements, modifications, product or service ideas, and concepts contained therein (collectively, “Feedback”), shall become the exclusive property of Shop and Earn. You hereby assign all worldwide rights, title and interest in such Feedback to Shop and Earn and agree to execute and deliver any assignments or other instruments or documents that we may request in order to confirm, perfect, record or enforce our rights with respect to the Feedback.

4. LIMITED LICENSE

Subject to your compliance with all of the terms and conditions of this Agreement, and in consideration of your promises reflected in this Agreement, Shop and Earn grants to you a limited, personal, non-exclusive, revocable, non-sublicensable, non-transferable license to (a) use the Application on a single mobile device, (b) use the Services, in each case for your internal personal or commercial purposes but not for commercial resale, sublicensing, time-sharing or service bureau usage. All rights not expressly granted to you by the foregoing sentence are reserved by Shop and Earn. Without limiting the generality of the foregoing, you may not interfere with the Services in any way, or copy, modify, distribute or reverse engineer, decompile or disassemble Application or the Services, or make any derivative works based on the Application or other Services (including any customization, translation, or localization). Your compliance with the requirements in this Section 4 is a condition to, and material inducement and consideration for, our granting you the right to access and use the Application and the Services. Any unauthorized use or other activity by you in violation of the Agreement will cause the licenses granted to you by Shop and Earn in this Section 4 to terminate automatically.

This Agreement does not transfer from Shop and Earn to you any Shop and Earn or third party intellectual property, and all right, title and interest in such property will remain solely with Shop and Earn or such third party, as applicable. All rights not expressly granted in this Agreement are reserved to Shop and Earn, the Shop and Earn logo, and all other trademarks, service marks, graphics and logos used or displayed in connection with the Services are trademarks or registered trademarks of Shop and Earn or Shop and Earn’s licensors. Your use of the Services grants you no right or license to reproduce or otherwise use any Shop and Earn or third-party trademarks.

5. USER ACCOUNTS

To be eligible you will be directed to register on the App and create a user profile or account (Account). Eligibility is limited to residents of the United States and persons over the age of 18 or to persons who have reached the age of majority in their countries of residence.. As part of the registration process, you will be asked to submit your name, address, email address, date of birth and/or similar information and to select a password. You agree that all information you provide to Shop and Earn for purposes of creating an account (Registration Information) will be true, accurate, current and complete and your failure to provide such information shall constitute a breach of this agreement and may result in the immediate termination of your Account and forfeiting any won prizes. You shall (i) promptly update your Registration Information to keep it true, accurate, current and complete; and (ii) maintain the confidentiality of your password.

In creating an Account, you shall not (a) select or use the email address or username of another person with the intent to impersonate that person, (b) use a name subject to the rights of any other person without authorization, (c) use an email address or user name that is profane, offensive or otherwise inappropriate or (d) allow any other party to use your Account and/or password except as set forth herein.

You may not share or transfer any Account. You may not disclose your password to anyone. You agree to immediately notify Shop and Earn by sending an email to [email protected] 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 understand and agree that you shall be liable for all activities that occur under any Account created for your use, even if such activities were not committed by you. Shop and Earn is not responsible for any loss or damage arising from your failure to maintain the confidentiality of your password.

A. Shop and Earn Application

We register Shop and Earn application with an identifiable Shop and Earn ID that once activated will begin displaying Ad Content on the handset of your mobile phone. After that, all of your interactions with Shop and Earn will be recorded, stored in our servers, and associated with your User Account.

Shop and Earn reserves the right to add, change, modify, suspend or discontinue any portion of the Service, in its sole discretion, at any time. Your use of the Site and/or the Service, including the availability of new services through the App, shall be subject to this EULA. If your account is flagged for suspicious activity we reserve the right to suspend the account and or disable the redeem option while we review the suspicious activity, this process can take up to 30 days. During this period your account be in limited.

B. Application Generally

You may close your User Account at any time by emailing our support group at [email protected] and requesting to be opted out.

In addition, we also reserve the right to terminate your User Account at any time for breach of this Agreement. We may do this without prior notice, but may attempt to notify you afterward where feasible.

6. ADVERTISER ACCOUNTS

Advertisers may access details pertaining to the performance of advertising campaigns managed by Shop and Earn in connection with the Services by requesting such information from Shop and Earn during and after the advertising campaign. You agree not to use any of the information accessed or obtained from Shop and Earn except for internal business purposes in connection with this agreement.

Advertisers’ use of the Services is subject to all of the terms and conditions in their respective Advertising Agreements with Shop and Earn. In the event of any conflict between this User License Agreement and Terms of Service and the Advertising Agreement, the Advertising Agreement shall control solely with respect to the specific advertising campaigns and other activities described in the Advertising Agreement.

7. COLLECTION OF INFORMATION

For details about our data collection and data use practices, please see our Privacy Policy. As explained in the Privacy Policy, the Application may collect, store and share geolocation information (i.e., information about your current location) that you choose to make available to Shop and Earn and our Advertisers and others through the Services as well as collecting and storing anonymized, aggregated geolocation data from your mobile device’s GPS function. To deactivate the Application, please call your mobile phone carrier and request to have the Application deactivated.

If you are downloading or using the Application or the Services from outside the United States, please be aware that your information (including geolocation information collected through the Application) will be transferred to, stored and processed in the United States where our servers are located and our central database is operated. The data protection and other laws of the United States and other countries might not be as protective as those in your country. By downloading and using the Application, which are provided exclusively from the United States, you hereby consent to the transfer of your information to the United States and its collection, storage, sharing and use as described in the Privacy Policy. You further agree that all transactions relating to the Application and the Services shall be deemed to have occurred in the United States. Those who access or use the Services from other jurisdictions do so at their own volition and are responsible for compliance with all local laws, statutes, rules, regulations and codes.

8. MOBILE AND INTERNET SERVICES

Whenever you utilize the Services from your mobile phone, you thereby agree to receive such services on the device you designate for such purposes and understand that your wireless or internet services provider’s standard data rates may apply to these services. By using the Services, you agree to be responsible for any fees that we may impose or that are incurred as a result of your use of the Services. You hereby represent and warrant that you are the owner or authorized user of any smartphone or other wireless device that you use to access the Services, and that you are authorized to approve all associated data charges.

9. THIRD PARTY LINKS AND SITES

We have not reviewed, and cannot review, all of the material, including the Ad Content made available through the Services, or websites, webpages and Applications to which such Ad Content, the Application or the Site links, or with which they are integrated (such as Facebook and Twitter), or that link to the Application or the Site (“Third Party Sites”). Shop and Earn does not have any control over those Third Party Sites, does not endorse them, and is not responsible for their contents or their use. We have no responsibility for or control over such privacy or security practices or any Third Party Site’s collection, storage, use or disclosure of information from you. You should read and are responsible for abiding by the privacy policies, use or service agreements or terms of use, and any other policies of Third Party Sites.

10. COPYRIGHT AND OTHER INTELLECTUAL PROPERTY INFRINGEMENT

As Shop and Earn asks others to respect its intellectual property rights, it respects the intellectual property rights of others, and requires its users and customers to do so. If you are a copyright owner or an agent thereof and believe that any user content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent with the following information in writing (see 17 U.S.C § 512(c)(3) for further detail):

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Services or available through our services are covered by a single notification, a representative list of such works at those locations;

Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit Shop and Earn to locate the material;

Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail address;

A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

11. UPDATES AND CHANGES.

From time to time, the Application may automatically download and install, or may prompt you to download and install, updates from Shop and Earn. These updates are designed to improve, enhance and further develop the Application and may take the form of bug fixes, enhanced functions, new software modules and/or completely new versions. You agree to receive such updates (and permit Shop and Earn to deliver these to you) as part of your continued use of the Application.

We are constantly innovating in order to provide the best possible experience for our users. You acknowledge and agree that the form, features and/or nature of the Application and the Services which we provide may change from time to time without prior notice to you. We may also cease or discontinue providing the Application or the Services, or support or upgrades for the Application, at any time. Such new features and/or services shall be subject to the terms and conditions of the then-current version of the Agreement as well as any additional terms and conditions that Shop and Earn may post on the Site or make available through the Services. Shop and Earn may also modify or eliminate services, modules or features of the Application or Services; your sole and exclusive remedy, and Shop and Earn’s sole liability, in connection with any such change, modification or elimination is to terminate your account with us.

Shop and Earn reserves the right, at its sole discretion, to amend or update any part of the Agreement by posting the amended or updated Agreement on the Site. While we may attempt to notify you when major changes are made to the Agreement, it is your responsibility to check the Agreement periodically for changes, and you should check the “Last Updated” dates at the top of this End-User License Agreement and Terms of Service and our Privacy Policy to familiarize yourself with the latest version of the Agreement. Your continued use of or access to the Services following the posting or distribution of any changes to the Agreement constitutes acceptance of those changes.

12. TERMINATION

Shop and Earn may terminate your access to all or any part of the Services, or block or disable your access or use of the Application, at any time, with or without cause, with or without notice, effective immediately. Without limiting the foregoing, Shop and Earn may terminate your access to all or any part of the Services, stop displaying Ad Content on your handset, or block or disable your access or use of the Application, if (a) Shop and Earn believes that you have breached any provision of the Agreement (or have acted in manner which shows that you do not intend to, or are unable to comply with the provisions of the Agreement); (b) Shop and Earn is required to do so by law (for example, where the provision of the Application to you is, or becomes, unlawful); (c) Shop and Earn is transitioning to no longer providing the Application to users in the state or country in which you are resident or from which you use the Application; or (d) Shop and Earn believes that your use of the Application may infringe or violate the rights of a third party or subject Shop and Earn to civil or criminal liability or reputational harm. Termination may result, in Shop and Earn’s sole discretion, in the forfeiture and destruction of all information associated with your account and any Rewards or any advertising revenue earned prior to such date. All provisions of this Agreement which by their nature should survive termination of this Agreement, including, without limitation, ownership provisions, warranty disclaimers, indemnity, limitations of liability, and miscellaneous terms, shall do so. If your account is cancelled or terminated for any reason, you will no longer be able to access information you have stored under your account.

13. DISCLAIMER OF WARRANTIES

YOU AGREE THAT USE OF THE SERVICES IS ENTIRELY AT YOUR OWN RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. Shop and Earn AND ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, REPRESENTATIVES AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND/OR YOUR USE THEREOF INCLUDING, WITHOUT LIMITATION, ANY AND ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SECURITY, FREEDOM FROM VIRUSES, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS.

Shop and Earn MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICES AND/OR THEIR CONTENT OR THE CONTENT OF ANY PRODUCTS OR SERVICES LINKED TO OR INTEGRATED WITH THE SERVICES (INCLUDING, WITHOUT LIMITATION, THE AD CONTENT) AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR (I) ERRORS, MISTAKES, OMISSIONS OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF THE SERVICES, YOUR ACCOUNT OR OUR SERVERS, AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (V) ANY BUGS, VIRUSES, TROJAN HORSES, MALWARE, ADWARE AND/OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, (VI) ANY LOSS OR DAMAGE TO CONTENT OR DATA (WHETHER STORED THROUGH THE SERVICES OR OTHERWISE), OR (VII) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, E-MAILED, IMPORTED, TRANSMITTED, DISTRIBUTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. Shop and Earn DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT, SERVICE OR OPPORTUNITY ADVERTISED OR OFFERED BY AN ADVERTISER OR THIRD PARTY THROUGH THE SERVICES, OR ANY HYPERLINKED OR INTEGRATED WEBSITE OR SERVICES, AND Shop and Earn WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING OR ENFORCING ANY TRANSACTION BETWEEN YOU AND ANY THIRD PARTY (INCLUDING ANY ADVERTISER OR OTHER THIRD PARTY WHICH OFFERS OR ATTEMPTS TO TAKE ADVANTAGE OF A DEAL OR PROMOTION THROUGH THE SERVICES).

Some states do not allow the disclaimer of implied warranties in some circumstances, so if the laws of such a state apply to your dealings with us and if the requisite circumstances exist in your case, then some portion or all of the foregoing disclaimer may not apply to you. The law of warranty varies from state to state and the law applicable in your particular case may give you specific legal rights.

14. LIMITATION OF LIABILITY; RELEASE

UNDER NO CIRCUMSTANCES SHALL Shop and Earn OR ITS DIRECTORS, SHAREHOLDERS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AGENTS, OR SUPPLIERS BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICES) WHATSOEVER, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT Shop and Earn OR ANY OF THE FOREGOING PERSONS WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOU AGREE THAT THE LIABILITY OF Shop and Earn AND ITS AFFILIATES, DIRECTORS, SHAREHOLDERS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AGENTS, AND SUPPLIERS FOR ANY CLAIM OR SERIES OF CLAIMS WILL BE LIMITED IN THE AGGREGATE TO THE GREATER OF (i) THE AMOUNT PAID BY YOU TO US FOR THE RELEVANT SERVICES TO WHICH THE CLAIM OR CLAIMS RELATE DURING THE PREVIOUS SIX (6) MONTHS PRECEDING THE EVENT OR CIRCUMSTANCES GIVING RISE TO SUCH CLAIM OR SERIES OF CLAIMS OR (ii) FIFTY U.S. DOLLARS ($50.00).

YOU HEREBY AGREE TO RELEASE, REMISE AND FOREVER DISCHARGE THE SITE, THE APPLICATION, THE SERVICES AND Shop and Earn AND ITS DIRECTORS, SHAREHOLDERS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AGENTS, AND SUPPLIERS, AND ITS AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, AND ALL OTHER RELATED PERSONS OR ENTITIES, FROM ANY AND ALL MANNER OF RIGHTS, CLAIMS, COMPLAINTS, SUITS, DEMANDS, CAUSES OF ACTION, PROCEEDINGS, LIABILITIES, OBLIGATIONS, LEGAL FEES, COSTS, AND DISBURSEMENTS OF ANY NATURE WHATSOEVER, WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HEREAFTER ARISE FROM, RELATE TO, OR ARE CONNECTED WITH YOUR USE OF THE SITE, APPLICATION OR THE SERVICES. IF YOU ARE A CALIFORNIA RESIDENT, 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” (OR ANY EQUIVALENT STATUTORY PROVISION WITH A SIMILAR IMPORT OR INTENT). IF YOU ARE A RESIDENT OF A STATE OTHER THAN CALIFORNIA, YOU EXPLICITLY WAIVE THE TERMS AND PROTECTIONS OF ANY STATUTE OF YOUR OWN STATE THAT HAS A SIMILAR IMPORT OR INTENT.

The foregoing limitations of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.

15. REPRESENTATIONS AND WARRANTIES

You represent and warrant that (i) your use of the Services will be in strict accordance with the Agreement and with all applicable laws and regulations (including, without limitation, any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and all applicable laws regarding the transmission of technical or personal data exported from or into the United States or the country in which you reside, and all applicable laws pertaining to privacy, consumer rights, and unfair and deceptive advertising practices); and (ii) your use of the Services will not infringe or misappropriate the intellectual property rights or any other rights of Shop and Earn or of any other user or third party.

16. INDEMNIFICATION

To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless Shop and Earn, its affiliates and its and their respective members, managers, officers, employees, representatives and agents (the “Indemnified Parties”) from and against any and all claims, actions, lawsuits, damages, obligations, complaints, demands, allegation , losses, liabilities, costs or debt, and expenses (including, but not limited to, reasonable attorneys’ fees) (collectively, “Losses”) arising out of or related to or in connection with your actual or alleged (a) use of and access to the Services, Site and the Application, (b) violation, breach or default of any term of the Agreement, (c) violation by you or your Ad Content of any third party right including, but not limited to, any patent, trademark, service mark, copyright, trade secret, publicity or privacy right, or (d) any claim that you or any content which you submit or transmit via the Services (including, without limitation, your Ad Content) caused damage to a third party.

17. NOTICES

All notices regarding copyright or other intellectual property infringement issues shall be sent in accordance with our intellectual property policy described in Section 10 above. If you have any questions about the Agreement, or if you need to notify us about a non-legal matter, then please contact us at [email protected] . You agree that no joint venture, partnership, employment or agency relationship exists between you and us or any of our affiliates as a result of this Agreement or your use of the Services. This Agreement (including the Advertising Agreement, if applicable, the Privacy Policy and all other Shop and Earn operating policies, rules and procedures posted on the Site or Application or made available through the Services from time to time) constitutes the entire agreement between Shop and Earn and you concerning the subject matter hereof, and may only be modified by a written amendment signed by a duly authorized representative of Shop and Earn, or by the posting by Shop and Earn of a revised version of the Agreement on the Site, Application or otherwise through the Services.

Except as provided in the next paragraph with respect to requests for injunctive relief relating to a breach of your license rights or our intellectual property rights, any controversy, claim or dispute arising out of this Agreement or your use of the Services shall be resolved by final and binding arbitration. Such arbitration shall take place in Los Angeles, CA and shall be administered by a single arbitrator pursuant to the American Arbitration Association under its Commercial Arbitration Rules. The arbitrator shall be empowered to award any form of individual relief, including injunctive relief, and shall be instructed to apply the laws of the State of Texas (excluding its applicable choice of law rules) to any interpretation or enforcement of this Agreement. In order to keep costs down, hearings may, at your request, be conducted telephonically or entirely upon submissions. In addition, in the event that you prevail at the hearing, and the amount awarded to you by the arbitrator is greater than Shop and Earn last written settlement offer to you, Shop and Earn agrees to pay twice the amount of your reasonable attorney’s fees and costs, and a minimum award of five hundred dollars ($500).

You expressly consent to the exercise of jurisdiction and venue by the state and federal courts located in Los Angeles, CA. However, if we think you are violating your license to use the Services or our intellectual property or trade secret rights, we may bring an action for injunctive relief in any court of competent jurisdiction.

In addition to the above, both you (and Shop and Earn) waive the right to bring any claim or dispute related to this Agreement as a class action, consolidated, multi-district or collective action, or private attorney general action. You also agree not to participate in any class action, consolidated, multi-district or collective action, or private attorney general action regarding any claim or dispute related to this Agreement.

If Shop and Earn prevails in any arbitration or proceeding to enforce the Agreement or arising out of your access to or use of the Services, it shall be entitled to recover, in addition to all other available legal and equitable relief, its legal costs, including reasonable attorneys’ fees. If any part of the Agreement is held invalid or unenforceable, that part will be reformed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. The provisions of the Agreement are severable, and if any portion is adjudged invalid or unenforceable by a court of competent jurisdiction, the remaining portions will remain valid, enforceable and in effect. Any waiver by either party of any term or condition of the Agreement or any breach thereof shall be in writing, executed by the party to be charged, and any such waiver, in any one instance, will not waive such term or condition in any other instance or any subsequent breach thereof. The Agreement is not assignable by you, except by operation of law; Shop and Earn may assign its rights under the Agreement without condition. The Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.

18. THIRD PARTY TERMS

Users agree that in addition to the Agreement, your use of the Application is subject to the usage rules set forth in Google Play’s terms of service, if you download the Application from Google Play, or any other third party platform, developer or distributor end-user license agreement and/or terms and conditions by which you agree to be bound when you download the Application or otherwise access the Services.

19. REFERRAL POINTS 

Users must have an active Shop and Earn account that is in good standing with a verified email address. Your referral must be active using the Shop and Earn app and also must keep their account in good standing with a verified email address. Once the person you refer redeems their Shop and Earn Points for a gift card you will earn 10% of their earnings. 

20. GIFT CARDS

You may redeem your Shop and Earn Points for a eGift card only once per month. We are not responsible for any lost or stolen eGift card numbers. We use Tango Card to fulfill eGift cards, if you did not receive your eGift card in your verified email you will have to contact them directly so they can resend your eGift card. You can contact us via the apps support feature if you need the Tango Card support email.

21. PayPal and Bitcoin 

You are responsible in inputting the correct PayPal and or Bitcoin wallet address into the app. If for any reason during the redemption process you provide us with incorrect details we are not responsible for refunding the amount that was redeemed.

21. Shop and Earn Rewards

A. The Services may link to one or more third party provider of products, services or content. For example this may include, but is not limited to, an online store, e-commerce provider, online travel agent, content provider, ticketing service, auction service, affiliate network (or other intermediary), coupon service or other third party with which a user may choose to transact, submit content or otherwise interact (Merchant)..

B. To protect ourselves from seen and unforeseen issues we reserve the right, in our sole discretion, to withhold rewards and/or reward payments, including for any reason at any time. By participating in the Shop and Earn Rewards Program, you accept this condition. Additionally, we may choose in our sole discretion to institute a limit on how many times you can receive each type of reward. These limits may vary from program to program. We reserve the right at any time to cancel, modify, or restrict any aspect of the Shop and Earn Rewards Program and we reserve the right to apply such changes retroactively to any rewards which are accrued but not yet paid

C. Whether you are the sender or recipient of a Shop and Earn Link, we may use information we have collected about you from any source to most effectively generate a Shop and Earn Link and select the Merchant to which the Shop and Earn Link directs.

 ii. We use commercially reasonable efforts via a variety of technologies designed to infer (from within the content that you input) the product, service or Merchant which you are referencing. The Shop and Earn Link and the Merchant to which it directs may or may not accurately reflect your original intent. You acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or relating to your use of or reliance on any such Shop and Earn Link.

 iii. You should not edit, remove or modify any element contained in any Shop and Earn Link. Changing the Shop and Earn Link may invalidate it, remove tracking/attribution or cause it to be inoperable.

 iv. Certain third-party communication platforms may block, alter or otherwise disable a Shop and Earn Link, in which case the tracking and attribution may be inoperable and you may not earn a reward which would otherwise have been earned for a resulting transaction.

 v. You may or may not be compensated for transactions where you or your agent are the user of a Shop and Earn Link which you generate. 

 vi. Some Merchants may place cookies (or other tracking method) on your device to recognize your device during a subsequent visit. This may enable the sender of the Shop and Earn Link to earn a reward for transactions which occur after the initial click on a Shop and Earn Link.

 vii. We reserve right to add or remove Merchants, change commission rates from Merchants, and determine to which Merchant we direct a Shop and Earn Link.

 viii. FTC Endorsement Disclosure Guidelines. Since you may earn a reward by recommending a product or Merchant using a Shop and Earn Link, the FTC Endorsement Guides require you to reference that fact within your message when you send a Shop and Earn Link. Learn more at The FTC’s Endorsement Guides.


D. Rewards and Payment Terms.

 i. We are able to provide rewards for using Shop and Earn Links by sharing with you a portion of a marketing fee paid by a Merchant to us. Merchants may have holdback periods during which they place on hold a pending payment for a specified period, for example, until the expiration of a return policy and/or until a service is consumed. As such we can only provide a reward to you when a transaction is successfully completed and tracked and after we are paid by a Merchant. If for any reason the Merchant pays less or more than expected, we reserve the right to adjust the reward and/or payment to you.

 ii. If we are not paid for a transaction by a Merchant, we shall have no obligation to provide any reward to you for the associated transaction. If there are any difficulties or failures in tracking a transaction for any reason we may not be able to pay out a reward. We partially rely on third party tracking systems and if we cannot track a transaction or if it was not properly attributed to you we will be unable to pay out a reward. 

 iii. Rewards are based upon marketing agreements which we have in place with many Merchants. The terms, conditions (including commission rates) associated with these agreements are constantly changing. The amount that you may earn is influenced by the then-current commission rate for a specific Merchant when a conversion occurs. 

 iv. Reward Share. Any reward amount due to you is determined by Shop and Earn in its sole discretion. We reserve the right to adjust the proportion of a commission which we share with you (the Reward Share) at any frequency and at any time without notice to you and which may be effective for all unpaid rewards.

 v. Pending Rewards. If a recipient completes a transaction with a participating Merchant using a Shop and Earn Link, this may result in a Pending Reward, which is conditional until confirmed as described herein and below. Any information sent to you as a notification, email or account message or displayed within your Dashboard regarding a Pending Reward shall be conditional and shall not create a contractual obligation on behalf of Shop and Earn. We may subsequently alter or cancel the Pending Reward. The Pending Reward may change for any reason, including, but not limited to, the Reward Adjustments listed below. 

 vi. Reward Adjustments. Reasons that a Pending Reward may be changed or cancelled include, but are not limited to: charge-backs, product returns, duplicate entry or other error, non-bona fide transactions, non-receipt of payment from or refund of payment to the purchaser by the Merchant, our inability to contact you using the account contact information you provide in order to validate transactions as described below, your distribution of Shop and Earn Links via Unapproved Channels, your failure to comply with Third Party Merchant and/or Affiliate Network Terms and Conditions or where any prior payouts subsequently transpire to be more than the amount that was actually due to you. In addition, we may be required to nullify certain rewards due to limitations established by certain Merchants which prohibit payments to users who reside in certain states due to tax nexus considerations. After we receive payment from a Merchant for a transaction, we will calculate the actual amount due to you for a reward based upon the amount we receive from the Merchant and the then-current Reward Share. 

 vii. Validation. In order to prevent fraudulent use of the Services, we may contact you if you have multiple Pending Rewards for a specific Merchant, in order to validate your account and confirm that you are performing acceptable promotional methods.

 viii. Ready to Withdraw. Rewards remain in the Pending state until (a) we have received payment from a Merchant for the associated transaction and (b) your balance meets or exceeds the Minimum Payment Threshold. When those conditions are met, the reward status changes from Pending to Ready to Withdraw. At that point you may elect to withdraw your funds or leave them in your account for the time being. At times we may push such funds automatically to your selected payment method prior to your manual request.

 ix. Payment Periods. Payment of rewards will be issued in batches (for example once monthly). We reserve the right to change the frequency and timing of reward payments without notice to you. We may issue payments automatically, or we may provide an interface for you to manually elect to withdraw funds which are Ready to Withdraw. If you elect to manually withdraw earnings, the earnings will be distributed either in the next upcoming batch payment or sooner.

 x. Minimum Payment Threshold. Reward payments are subject to a Minimum Payment Threshold of $20.00. Rewards will remain in the Pending state until your account reaches the minimum payment threshold, after which they will be reclassified as ‘ready to withdraw’. If the sum of your Pending Rewards is less than $20.00, your balance will roll forward to subsequent payment periods until the Minimum Payment Threshold is achieved. We do not issue payments for rewards until the Minimum Payment Threshold is reached. 

 xi.From time to time, in our sole discretion, we may choose to make a payment to you prior to your account reaching a Minimum Payment Threshold. If this occurs, it shall not set a precedent or alter the payment terms herein.

 xii. Promotional Rewards. From time to time, in our sole discretion, we may choose to issue a promotional credit to you. For example, we may issue a reward for your first-time use of the service. Promotional rewards are generally limited to one reward per authenticated account, regardless of the number of devices associated with such account. Promotional Rewards are subject to the Minimum Payment Threshold described herein and may not be distributed in the event that you do not reach the Minimum Payment Threshold.

22. HOW TO CONTACT US

You may direct any questions, complaints or claims with respect to the Application, the Site or the Services to [email protected] or use the in app support feature. We do not discuss account questions via email. You must use the in app support chat. 

*Any use of any improper software to manipulate our app will result in a permanent ban.


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