SPREEBIRD™ Terms of Service
Last Updated: May, 2012
1. THIS IS AN AGREEMENT BETWEEN YOU AND SPREEBIRD
SPREEBIRD ("SPREEBIRD", "we", "us" or "our") offers this Site (as defined below) to you ("you", "your" or the "End User") conditioned on your acceptance, without modification of this Agreement. Your use of the Site constitutes
Site if you do not wish to agree to these terms of service (the "Terms of Service" or "Agreement).
The SPREEBIRD website (located at http://www.spreebird.com), its mobile applications, products and services (collectibely, the "Site") is an interactive online service operated by us
on the Internet that consists of information services, social networking, content and transaction capabilities, and other services.
Specifically, and in addition to the other capabilities of this Site, SPREEBIRD provides End Users with the opportunity to review and purchase two types of deals, as described below:
a. SPREEBIRD Deals: "SPREEBIRD Deals" are offers published on our Site for End Users to purchase Vouchers (as defined in Section 6(b)) for discounted goods and services from merchants with whom SPREEBIRD has direct
advertising relationships (each a "Merchant.") End Users purchase Vouchers for SPREEBIRD Deals on our Site. End Users' use of Vouchers purchased on SPREEBIRD is subject to the Terms of Service contained herein. The details
regarding SPREEBIRD Deals are set forth in greater detail in Section 6 below.
b. Third Party Deals: "Third Party Deals" are offers published on our Site for End Users to purchase vouchers for discounted goods and services from merchants with whom third party deal providers, not SPREEBIRD, have
direct advertising relationships. End Users purchase vouchers for Third Party Deals on third party sites, not SPREEBIRD. We may publish Third Party Deals on our Site, but upon clicking Third Party Deal links on our Site,
End Users are redirected to third party sites to complete their voucher purchases. End Users' use of vouchers purchased on third party sites is subject to the terms and conditions of use imposed by those third party sites.
The details regarding Third Party Deals are set forth in greater detail in Section 9 below.
This Agreement sets forth the terms of service that apply to the use of this Site by you, or any other End User. Your right to use this Site is personal to you and is not transferable to any other person or entity. You acknowledge
that while the Internet is often secure, there may be interruptions in service or events that are beyond our control, and that we are not responsible for any data lost while transmitting information on the Internet. The
Site may also be inaccessible at times for any reason, including, without limitation, routine maintenance. This Site may also be interrupted, or suspended from time to time, or even terminated. See Section 11 for more information
on discontinuation of this Site.
You represent that you are not a direct competitor of SPREEBIRD, have not been formerly suspended as an Account Holder (as defined below) by SPREEBIRD or removed from the Site, have no more than one SPREEBIRD Account at
any given time, and are of legal age and power to form a binding contract. You must be at least 18 years of age to be eligible to use the Site. However, if you are at least 13 years of age, but not yet 18, you may use the
Site if you are accompanied by your parent or guardian who agrees to these Terms of Service. No one under age 13 may use the Site.
a. The Site. We may change the site from time to time in our sole discretion. These changes may include but are not limited to our discontinuation of aspects or features of the Site, including, but not limited to
the content of the Site, the availability of the services or programs offered on the Site or those of third party sites that we link to, or the equipment needed to access the Site. We may change or eliminate any transmission
method or change transmission speeds or other signal characteristics, or add certain fees or charges.
b. Terms of Service We may also change our Terms of Service from time to time, and those changes will be available for your review on most pages of our Site that you view, and on our web page located at
http://www.spreebird.com/terms. Your continued use of our Site after any such changes have been made will signify your assent to the changed Terms of Service. If you do not accept these changes to the Terms of Service,
do not continue to use the Site.
These Terms of Service may also be translated to other languages for your convenience. Whether this is or is not the case, the English version governs your relationship with SPREEBIRD, and any inconsistencies to be found
among other versions will be resolved in favor of the English version.
c. Material Changes. If we make any material changes to the Site or to these Terms of Service that affect the way any of your Personal Information is handled or distributed by us or our affiliates, we will notify
you by sending an email to the email address you have registered with your Account (as defined below) and such material changes to this Agreement or to the Site will be effective upon the distribution of such email notice
to the email address that you previously provided to us. Please note that changes, material or otherwise, will not apply to Vouchers (as defined below) purchased prior to the effective date of those changes. "Personal Information"
Please note that changes, material or otherwise, will not apply to Vouchers (as defined below) purchased prior to the effective date of those changes.
You shall be responsible for obtaining and maintaining any equipment necessary to access and use the Site and all charges related thereto. SPREEBIRD shall not be liable for any damages to your or any End User's equipment
resulting from use of the Site, including any services provided on the Site.
5. USER ACCOUNTS
a. General. In order to use some of the features on the Site, you will need to create an account ("Account") and provide Personal Information and other information about yourself. You will thereafter become an "Account
Holder." You are responsible for all activities that occur in relation with your Account. You are responsible for keeping your Account password confidential. You agree to notify us immediately if there is any unauthorized
use of your Account. SPREEBIRD reserves the right to have your Account closed at any time for any reason or no reason, including but not limited to your Account inactivity, as further described in Section 5(b) below. Your
Account is for your non-commercial, personal use only. By creating an Account, SPREEBIRD requests that you provide complete and accurate information about yourself in order to bolster your credibility as a contributor to
the Site. You may not impersonate someone else, provide an email address other than your own, create multiple Accounts, or create an Account for anyone other than yourself. Additionally, as a stipulation of your purchase
of any Vouchers (as defined below), SPREEBIRD requires your permission to send you administrative and promotional communications. We will send you information regarding your Account activity and purchases of any Vouchers,
and use of your Personal and Non-Personal Information and on your ability to unsubscribe from receiving communications from SPREEBIRD in the future.
b. Inactivity. Spreebird aims to provide an interactive Site where our Account Holders actively search, purchase and discuss our SPREEBIRD Deals with SPREEBIRD and other Account Holders. As such, in addition to our
rights of modification and termination set forth in these Terms of Service, SPREEBIRD may terminate any Accounts, including any accrued SPREEBIRD Bucks contained therein (unless prohibited by law) that are inactive for a
period of ninety (90) days or more.
6. SPREEBIRD DEALS
a. General. SPREEBIRD publishes SPREEBIRD Deals that allow its End Users to review and purchase Vouchers for discounted goods and services from our participating Merchants. By placing an order for a SPREEBIRD Deal
Voucher, you make an offer to purchase the selected SPREEBIRD Deal on the terms and conditions of sale stated below. You are required to create an Account to purchase any SPREEBIRD Deal. This Account will enable you to print
Vouchers you have purchased for SPREEBIRD Deals, view your history of purchases, update your Account information, and ensure permissible use of the SPREEBIRD Deals. For more information regarding our collection of information,
b. Purchase Process.Once you have placed your order to purchase a Voucher for a SPREEBIRD Deal, you will receive an order confirmation and your credit card will be charged for the amount of the SPREEBIRD Deal. You
will be notified via email when the Voucher for the SPREEBIRD Deal is ready to be used.
i. General. Any SPREEBIRD Deal is comprised of two separate portions that make up the Voucher. The first is a paid portion equal to the amount your credit card is charged, and is similar to a gift certificate (the
"Paid Portion"). You receive the second part of the SPREEBIRD Deal at no additional charge for the balance of the SPREEBIRD Deal if you use the SPREEBIRD Deal according to its terms, including any promotional expiration
dates of the Voucher (the "Promotional Portion"). The Promotional Portion and Paid Portion combine to create a "Voucher".
ii. Balances. Generally, Vouchers are redeemable in their entirety and on a one-time basis only and may not be redeemed incrementally, unless otherwise required by applicable law. In the event applicable law permits
you to redeem your Voucher for less than the full amount stated on the Voucher (the Paid Portion plus the Promotional Portion), your purchase from the Merchant will be allocated first against the Paid Portion until there
is a balance of zero dollars ($0.00) and then against the Promotional Portion that remains.
iii. Expiration Dates. The expiration date of any Voucher is printed on the Voucher. Please note that the expiration date printed on the Voucher dictates the last date that you can use the Voucher at the Merchant
for the terms of the SPREEBIRD Deal. However, according to applicable law in some jurisdictions, Merchants may be responsible for allowing you to redeem Vouchers for the Paid Portion of such Voucher for a period of time
that extends beyond the expiration date on the Voucher. As a result, in such jurisdictions, the Paid Portion of the Voucher will expire five (5) years from the date the Voucher is issued to you, except to the extent that
applicable law requires that Merchant extend the period in which the Voucher may be redeemed. The Merchant should redeem such Voucher for the Paid Portion and we have instructed the Merchant to do so. If the Merchant has
refused to redeem the Paid Portion of your expired Voucher, and if applicable law entitles you to redemption, please contact SPREEBIRD at email@example.com and include a brief
explanation of your situation. Such explanation shall include the identification of the Voucher and the Merchant with whom you sought to redeem the Voucher, a summary of the circumstances surrounding Merchant's refusal of
redemption of the Voucher, and a statement under perjury of law that the Voucher has never been redeemed with the Merchant. If the above information is sufficiently provided, SPREEBIRD will then refund the Paid Portion of
the Voucher in U.S. dollars.
d. General SPREEBIRD Deal Terms. Unless otherwise stated on a Voucher or required by law, the following terms apply to all Vouchers:
i. Neither SPREEBIRD nor the Merchant is responsible for lost or stolen Vouchers or Voucher reference numbers.
ii. A Voucher cannot be combined with any other vouchers, coupons, third party certificates, or promotions unless otherwise specified or permitted by Merchant.
iii. Limit one (1) Voucher per redemption. Only one Voucher can be used per order unless otherwise specified by Merchant.
iv. Vouchers cannot be used for taxes, tips, prior balances, or shipping and handling
v. Duplicate use, sale or trade of Vouchers is prohibited, except as required by law
e. Restaurant-Specific SPREEBIRD Deal Terms. "Restaurants" are defined as Merchants that offer food or beverages for sale as part of their regular business operations, and agree to make such food and beverages available
to purchasers of Vouchers.
i. The frequency of redemption for any Vouchers shall be determined by the Restaurant as stated on the Voucher or as set forth on the Site
ii. Use of a Voucher for alcoholic beverages is at the Merchant's sole discretion (and is subject to compliance with applicable law). Compliance with state statutes or codes is the responsibility of the Merchant. SPREEBIRD's
sole role in the transaction is as a marketing agent for the Voucher and the applicability and compliance with any relevant statute or code is solely determined and consummated by the Merchant, and SPREEBIRD has no role
in such determination or action on the part of the Merchant.
iii. Vouchers are valid for dine-in only unless otherwise stated
iv. The issuance of a restaurant credit is at the sole discretion of the Restaurant unless otherwise required by law
v. Void to the extent prohibited by law
f. SPREEBIRD Deal-Specific Terms. Each SPREEBIRD Deal has specific terms associated with the deal. Such specific terms will be presented to you when you commit to purchase the SPREEBIRD Deal. These deal-specific terms
shall supersede terms contained in this Agreement, unless such terms are prohibited by applicable law.
g. Vouchers for Specific Ticketed Events and Venues. Some SPREEBIRD Deals are for Vouchers redeemable for a ticket or admission to a specific ticketed event at a named venue ("Ticketed Event Vouchers"). Such Ticketed
Event Vouchers are refundable to you in the original form of payment only: (i) upon request until midnight on the day of purchase, (ii) automatically if the event is cancelled and not rescheduled; or (iii) upon request if
the event is rescheduled. A Ticketed Event Voucher redeemable for admission to a specific ticketed event and venue has no value once the event date and time has passed. Ticketed Event Vouchers are sold inclusive of all taxes
and additional fees unless otherwise noted and cannot be combined with other offers or deals. Ticketed Event Vouchers for live entertainment or other ticketed events do not include any applicable gratuity. Ticketed Event
Vouchers for live entertainment or other ticketed events are not eligible for upgrades and are not transferable. Certain maximum resale premiums and restrictions may apply. Ticketed Event Vouchers obtained from unauthorized
sources may be lost, stolen or counterfeit, and if so are void. Venues may search you as a condition of admission, ban or restrict certain items from being brought to the event and impose other rules on ticket-holders. You
agree to all such rules and conditions and waive any related claims that may arise in conjunction with their imposition or execution.
h. Merchant Responsibility. Please be aware that the Merchant, and not SPREEBIRD, is the seller of the SPREEBIRD Deal, and such Merchant is solely responsible for redeeming any Voucher you purchase through our Site.
We provide such SPREEBIRD Deals in connection with your purchase of the Merchant’s goods or services. Merchant is responsible for any and all illnesses, injuries, damages, claims, liabilities and costs suffered by or with
respect to a customer, caused in whole or in part by the Merchant and its products or services, as well as for any unclaimed property liability arising from unredeemed or partially redeemed Vouchers. The applicability and
compliance with any relevant statute or code is solely determined by and consummated by the Merchant, and SPREEBIRD has no role in such determination or action on the part of the Merchant. Whether you choose to print and/or
redeem a Voucher is within your sole control and at your sole discretion.
i. Refunds. SPREEBIRD will provide you with a refund of the Paid Portion for any SPREEBIRD Deal within thirty (30) days after the purchase of a Voucher, provided that the Voucher has not been redeemed. After thirty
(30) days, SPREEBIRD does not provide refunds for SPREEBIRD Deals except that we will provide a refund in the instance that you are unable to redeem a Voucher from the applicable Merchant before the expiration of the Voucher
as the result of the Merchant going out of business.
j. Returns. Certain SPREEBIRD Deals may be for products or goods that are delivered to an End User following such End User’s redemption of an applicable Voucher. End Users may return such products or goods to Merchant
by following those specific return instructions provided in the "Fine Print" section of any SPREEBIRD Deal. If a return policy (or declaration that returns are not accepted for a specific SPREEBIRD Deal) is not provided
in the "Fine Print" section of such SPREEBIRD Deal, an End User may return undamaged products or goods received for that specific SPREEBIRD Deal to Merchant so long as such returns are postmarked within fourteen (14) days
of the End User’s receipt of such products or goods. SPREEBIRD will identify the proper return address upon request by an End User unless otherwise provided in the "Fine Print" section. End Users shall be responsible for
the cost of the return shipping, return packaging, and restocking fees (if applicable) for any returns. SPREEBIRD shall not process or take title to any returned products or goods until the returned shipment is received
and accepted at the proper address. SPREEBIRD and/or Merchant shall not be obligated to accept any returns that are damaged upon receipt by the applicable Merchant. Notwithstanding the language set forth above, certain goods
or services are not returnable in any instance, including books, makeup, food, beverages, or other perishable items, and/or any items marked "final sale" at the time of purchase.
k. Limited Quantities. Some SPREEBIRD Deals on SPREEBIRD will be provided for a limited number of purchasers. Details regarding limited quantities will be posted with the SPREEBIRD Deal. Any End User who purchases
more than the permitted number of Vouchers by using multiple Accounts, different credit cards, identities, registrations, or any other method will void that End User’s purchases. SPREEBIRD will be the sole arbiter of whether
any End User’s actions violate the terms posted under any SPREEBIRD Deal.
7. SPREEBIRD REFERRAL PROGRAM
From time to time, SPREEBIRD may offer our Account Holders the option to participate in our "SPREEBIRD Referral Program," the terms of which are provided at http://www.spreebird.com/refer-a-friend.
Any SPREEBIRD Bucks (as defined below) accrued from the SPREEBIRD Referral Program will be displayed in the "My Spreebird Bucks" page within your Account. Except as expressly stated otherwise, the SPREEBIRD Referral Program
terms at http://www.spreebird.com/refer-a-friend shall govern your participation in the SPREEBIRD Referral Program. We reserve the right to interpret and amend the SPREEBIRD
Referral Program terms in our sole discretion, and you hereby agree to our interpretation.
8. SPREEBIRD BUCKS
"SPREEBIRD Bucks," are points, which may be applied as credits toward future purchases made by you via the Site. There are three types of SPREEBIRD Bucks:
Promotional SPREEBIRD Bucks are always applied first towards any Voucher purchases. After Promotional SPREEBIRD Bucks, Paid SPREEBIRD Bucks will be applied towards Voucher purchases before Earned SPREEBIRD Bucks, even if
the Earned Spreebird Bucks expire first. SPREEBIRD Bucks are not returnable or refundable for cash, except where required by law. SPREEBIRD Bucks may only be redeemed for Voucher purchases. You may only redeem SPREEBIRD
Bucks after they are reflected in your Account. You may only earn or accrue a maximum of $100 in Earned or Promotional SPREEBIRD Bucks in a given month, and you may only hold a maximum of $500 in Earned or Promotional SPREEBIRD
Bucks in your Account at any given time. SPREEBIRD Bucks are non-transferable, and not returnable or refundable for cash, except where required by law. SPREEBIRD Bucks can only be accrued by you as Account Holder and you
may not earn SPREEBIRD Bucks by permitting another individual to use your Account. SPREEBIRD Bucks accrued in multiple Accounts may not be combined into one Account. You may not earn SPREEBIRD Bucks by creating multiple
Accounts. By acquiring SPREEBIRD Bucks, you agree and acknowledge that SPREEBIRD is granting you a limited, revocable license to a digital item, and that SPREEBIRD Bucks are not your personal property. You are responsible
for keeping track of the SPREEBIRD Bucks in your Account.
- "Paid SPREEBIRD Bucks," which you purchase in certain incremental values (e.g., as a gift certificate redemption). Paid SPREEBIRD Bucks expire five (5) years after the date of purchase or issuance, except as prohibited
- "Earned SPREEBIRD Bucks," which are awarded to you from time to time as loyalty rewards, as part of our Referral Program, or as customer service otherwise deems appropriate. Earned SPREEBIRD Bucks expire six (6) months
after the date of purchase or issuance, except as prohibited by law; and
- "Promotional SPREEBIRD Bucks," which are given to certain of our Account Holders in connection with a specific promotion, contest or sweepstakes. Promotional SPREEBIRD Bucks expire based upon the terms noted at the
time of their promotion. If no expiration terms are noted on the Promotional SPREEBIRD Bucks, they shall expire within ninety (90) days of issuance, unless prohibited by law.
If you believe there is an issue regarding your balance of SPREEBIRD Bucks, please contact us at firstname.lastname@example.org or call us at 1 (800) 655-9980. SPREEBIRD may require that you submit
additional information as to allow us to make a determination regarding your SPREEBIRD Bucks balance. All decisions regarding your balance will be final and at SPREEBIRD’s sole discretion. You are responsible for any tax
consequences, if any, that may result from your redemption or use of SPREEBIRD Bucks.
Without limiting any other terms provided herein and subject to applicable law, all SPREEBIRD Bucks shall be forfeited: (i) if you fail to adhere to these Terms of Service, including any acts of fraud, deceit, misrepresentation
or other illegal or unauthorized behavior, (ii) upon termination or cancellation of your Account as permitted herein, or (iii) if SPREEBIRD discontinues providing the Site or Vouchers.
9. THIRD PARTY DEALS
a. General. From time to time, our Site may contain materials or services, including links to Third Party Deals, which are not owned, operated or controlled by us. We do not investigate, represent or endorse the accuracy,
legality, legitimacy, validity, or reliability of any products, services, Third Party Deals, vouchers, coupons or other promotions or associated materials, including advice, ratings and recommendations contained on, distributed
through, or linked, downloaded, or accessed from third party websites. SPREEBIRD does not make any representations regarding the availability and performance of any third party websites. We reserve the right to disable links
to or from third-party sites to our Site at our sole discretion, although we are under no obligation to do so.
b. Third Party Interaction. Your correspondence or business dealing with or participation in Third Party Deals found outside of the Site, including payment and delivery of related vouchers, deals, goods or services,
or any other terms, conditions and warranties or representations associated with Third Party Deals, are solely between you and such advertisers or third party service providers. You assume all risks arising out of or resulting
from your transaction of business over the Internet, and you agree that SPREEBIRD is not responsible or liable for any loss or result of the presence of information about or links to such third party advertisers or service
providers to the Site. You acknowledge and agree that SPREEBIRD is not responsible or liable for the availability, accuracy, copyright compliance, legality, decency, or any other aspect of the content, advertising, products,
We are not responsible for the accuracy, relevancy, copyright compliance, legality, or decency of material contained in any externally linked websites.
10. END USER CONDUCT
This Site and the content within it is private property. All interactions on this Site must comply with this Agreement. Certain services on our Site may permit you to use your Account to submit user-generated content, including
but not limited to, commentary, postings on message boards, data, text, links, graphics, photographs, graphics, images, video, communication, messages or other materials and terms of expression (collectively, "User-Generated
Content"). You agree that you will only post User-Generated Content which you are legally entitled to publish (whether through your ownership or valid license), and will only include reviews that you believe to be true,
and that you will not purposely provide false or misleading information in your reviews.
SPREEBIRD reserves the right in its sole and absolute discretion to promulgate such additional rules and policies which it deems necessary or appropriate to govern the posting or submission of materials on or through the
Site. We reserve the right, but have no obligation, to monitor disputes between you and any business that you have reviewed. We reserve the right in our sole discretion and without obligation to monitor all User-Generated
Content to ensure conformity with this Agreement and any other rules, policies or regulations as may be promulgated by us from time to time it our sole discretion, as well as any applicable laws, rules and regulations of
any government having proper jurisdiction over us. We have the right, but not the obligation, to refuse to post, edit, delete, truncate or to remove any User-Generated Content for any reason, including if the User-Generated
Content contains any of the following:
a. Offensive, harmful and/or abusive language, including without limitation: expletives, profanities, obscenities, harassment, vulgarities, sexually explicit language and hate speech (e.g., racist/discriminatory speech)
b. References to illegal activity, malpractice, purposeful overcharging, false advertising or health code violations (e.g., food poisoning, foreign objects in food, etc.)
c. Reviews submitted by the reviewed business' employees (past or present) or competitors, as determined by SPREEBIRD
d. Reviews that do not address the goods and services of the business or Reviews with no qualitative value (e.g., "this place is great!"), as determined by SPREEBIRD in its sole discretion.
e. Content commenting on other users or violating the privacy of other users, as determined by SPREEBIRD, in its sole discretion
f. Content that contains personal attacks or describes physical confrontations and/or sexual harassment
g. References to excessive damage caused by business or service to person or property
h. Personal information or messages including, without limitation, email addresses, URLs, phone numbers and postal addresses
i. Messages that are advertising or commercial in nature, amount to spam, or are otherwise inappropriate based on the applicable subject matter
j. Language that violates the standards of good taste or the standards of this website, as determined by us in our sole discretion
k. Content determined by SPREEBIRD to be offensive, illegal, or to violate any federal, state, or local law or regulation or the rights of any other person or entity
l. Language intended to impersonate other users (including names of other individuals) or offensive or inappropriate user names or signatures
m. Content that is not in English, that is encrypted or that contains viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, interfere with, intercept or
appropriate any system, data or personal information
n. Content that otherwise violates these Terms of Service, or any Site-Specific Rules, or that may harm or threaten the safety of other users of the Site
o. Content that is false or intentionally misleading
p. Content that advertises or performs any commercial, religious, political, or non-commercial solicitation, including, but not limited to, the solicitation of End Users of this Site to become users of other on or offline
services directly or indirectly competitive with SPREEBIRD
Nothing set forth above shall alter or diminish your responsibility with respect to your User-Generated Content, as discussed herein.
SPREEBIRD, similar to an Internet Service Provider, is a distributor (and not a publisher) of User-Generated Content. Any user-generated reviews, opinions, advice, or statements do not reflect the views of SPREEBIRD or any
of our affiliated companies or any of their respective employees, officers, directors, or shareholders. SPREEBIRD, and its affiliates, parent companies, officers, directors, employees, agents, or assigns do not assume responsibility
or liability for any review or for any claims, damages, or losses resulting from any use or reliance on a review. You acknowledge and agree that, with respect to any conduct within the Site, SPREEBIRD shall have no liability
for any action or failure to act on the part of SPREEBIRD. The foregoing provisions of this Section 10 apply equally to and are for the benefit of SPREEBIRD, its affiliates, Merchants, and its third-party content providers
and licensors, and each shall have the right to assert and enforce such provisions directly or on its own behalf.
BY USING OUR SITE, YOU AGREE THAT YOU WILL NOT SUBMIT ANY CONFIDENTIAL INFORMATION OR MATERIALS TO OR THROUGH THE SERVICES OFFERED BY SPREEBIRD. SPREEBIRD CANNOT AND DOES NOT AGREE TO INDENTIFY ANY USER-GENERATED CONTENT
YOU SUBMIT IN PUBLIC FORUMS ON THE SITE AS CONFIDENTIAL.
SPREEBIRD may modify or discontinue the Site or any of the services we offer on the Site, including any links to third party sites, your Account, or any of our rewards or loyalty programs, at any time without prior notice.
In addition, this Agreement will automatically terminate in the event that you violate any of the terms provided herein. If such termination or discontinuation occurs, you will immediately stop all use of the Site. Any Voucher
issued prior to termination will be honored by the Merchant pursuant to its terms and the terms of this Agreement. Sections 4 - 10 and 12 - 17 shall survive termination of this Agreement.
12. INTELLECTUAL PROPERTY
a. General. Everything located on or in this Site is the exclusive property of SPREEBIRD or is used with express permission of the copyright and/or trademark owner. ANY COPYING, DISTRIBUTING, TRANSMITTING, POSTING,
LINKING, DEEP LINKING, OR OTHERWISE MODIFYING OF THIS SITE OR ANY SITES ASSOCIATED HEREIN WITHOUT THE EXPRESS WRITTEN PERMISSION OF SPREEBIRD IS STRICTLY PROHIBITED. Any violation of this Agreement may result in a copyright,
trademark or other intellectual property right infringement that may subject an End User to civil and/or criminal penalties.
b. Trademark. You acknowledge and agree that SPREEBIRD, the SPREEBIRD name and logo, and/or other SPREEBIRD products and services are or may be trademarks and/or service marks of Local.com Corporation in the United
States and/or other countries. The names of actual companies and/or merchants, and the products or services mentioned in the Site may be the trademarks of their respective owners. Nothing in this Agreement grants you any
license to use any trademark, service mark, names or logos of SPREEBIRD, its merchants, or any third party. Trademarks located within or in the Site otherwise owned or operated in conjunction with SPREEBIRD shall not be
deemed to be in the public domain but rather the exclusive property of SPREEBIRD, unless such site is under license from the trademark owner thereof, in which case such license is for the exclusive benefit and use of SPREEBIRD
unless otherwise stated. Any rights not expressly granted herein are reserved.
c. Copyright. This Site may contain copyrighted material, trademarks, and other proprietary information, including but not limited to text, software, photos, video, graphics, music and sound, and the entire contents
of the Site are protected by copyright as a collective work under the United States copyright laws. SPREEBIRD owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as its original
content. You may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part. You may download, print, and/or save copyrighted
material for your personal use only. Except as otherwise expressly stated under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material without the express
permission of SPREEBIRD or the copyright owner is permitted. If copying, redistribution, or publication of copyrighted material is permitted, no changes or deletion or author attribution, trademark legend or copyright notice
shall be made. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material.
d. Copyright Infringement. SPREEBIRD respects the intellectual property of others, and asks its End Users, advertisers, licensors and service providers to do the same. If you believe that your work has been copied
and is accessible on or through the Site in a way that constitutes copyright infringement, go to the SPREEBIRD Copyright Infringement Claims Policy at http://www.spreebird.com/copyright for instructions on how to report
copyright infringement to SPREEBIRD.
SPREEBIRD shall have the right, but not the obligation, to monitor the content of the Site, including third-party or User-Generated Content or communications provided in any chat rooms or other public forums on the Site.
We perform such functions to comply with applicable law, regulations or governmental request. We may remove any material that we, in our sole discretion, deem to be in violation of the terms of this Agreement.
14. PRIVACY & LICENSE
You acknowledge that all User-Generated Content that you provide on our Site is available to the general public. As a result, others may read such User-Generated Content without your knowledge or permission. We do not control
or endorse any content, User-Generated Content or messages concerning the public user forums on our Site and specifically disclaim all liability concerning such User-Generated Content and any actions or communications that
result from your participation on our Site.If certain web pages within our Site are confidential, we will inform you on such web pages.
You hereby grant SPREEBIRD the right to use such User-Generated Content that you provide for promotions, marketing, advertising, market research or any other lawful purpose without limitation. More information regarding
our Site, you hereby grant us a royalty-free, perpetual, irrevocable, non-exclusive license to use reproduce, modify, publish, edit, translate, distribute, perform, and display the User-Generated Content alone or as part
of other works in any form, media, or technology whether now known or hereafter created without limitation, and to sublicense such rights.
15. DISCLAIMER OF WARRANTY
YOU EXPRESSLY AGREE THAT THE USE OF THIS SITE IS AT YOUR SOLE RISK. NEITHER SPREEBIRD, ITS AFFILIATES, SUBSIDIARIES, PARENTS, NOR ANY OF ITS OR THEIR RESPECTIVE EMPLOYEES, AGENTS, MERCHANTS, THIRD-PARTY CONTENT PROVIDERS
OR LICENSORS, OR ANY OF ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, WARRANT THAT USE OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE; NOR DOES IT OR THEY MAKE ANY WARRANTY AS TO (A) THE RESULTS THAT MAY BE OBTAINED
FROM USE OF THE SITE, OR (B) THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION (INCLUDING, BUT NOT LIMITED TO PRODUCT DESCRIPTIONS), SERVICE OR VOUCHERS PROVIDED THROUGH THE SITE OR ANY THIRD-PARTY SITES.
THIS SITE IS MADE ACCESSIBLE ON AN “AS-IS” AND “AS AVAILABLE” BASIS. SPREEBIRD HEREBY DISCLAIMS ANY AND ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE CONTENT,
OR THE PRODUCTS OR SERVICES ACCESSIBLE OR AVAILABLE THROUGH THE SITE, INCLUDING, BUT NOT LIMITED TO, THOSE OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE.
16. LIMITATION OF LIABILITY
END USER’S SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH SPREEBIRD IS TO DISCONTINUE USE OF THE SITE. IN NO EVENT SHALL OUR LIABILITY, OR THE LIABILITY OF OUR AFFILIATES, SUBSIDIARIES, EMPLOYEES, PARENTS, OFFICERS, DIRECTORS,
AGENTS, VENDORS, OR MERCHANTS, FOR ANY AND ALL CLAIMS RELATING TO THE USE OF THE SITE, THE CONTENT, STATEMENTS, OR OTHER INFORMATION CONTAINED THEREIN, THE PRODUCTS OR SERVICES ACCESSIBLE OR AVAILABLE THROUGH THE SITE, OR
THESE TERMS OF SERVICE EXCEED THE TOTAL AMOUNT OF FEES THAT YOU PAID US DURING THE PREVIOUS ONE-YEAR PERIOD FOR THE SPECIFIC SERVICE AT ISSUE. WE, OUR AFFILIATES, PARENTS, SUBSIDIARIES, OFFICERS, EMPLOYEES, DIRECTORS, AGENTS,
AND MERCHANTS, SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF, INABILITY TO USE, OR RELIANCE UPON THE SITE. THESE EXCLUSIONS APPLY TO ANY CLAIMS FOR
LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF WE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. IF ANY JURISDICTION
DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTION, OUR LIABILITY, AND THE LIABILITY OF OUR AFFILIATES, OFFICERS, DIRECTORS, AGENTS, AND MERCHANTS, SHALL
BE LIMITED TO THE EXTENT PERMITTED BY LAW.
17. INDEMNIFICATION & RELEASE
You agree to release, indemnify, defend and hold harmless SPREEBIRD, its parents, subsidiaries and affiliates, and its and their shareholders, officers, directors, employees, agents and advisors, from and against any and
all losses, liabilities, claims (including claims without legal merit or brought in bad faith), demands, damages, costs or expenses, causes of action, suits, proceedings, judgments, awards, executions and liens, including
reasonable attorneys' fees and costs (whether brought by third parties or otherwise) (collectively, "Claims") due to or arising out of or related to: (i) any products or services you purchase in connection with the Site;
(ii) your violation of any of the terms of this Agreement; (iii) your violation of any third party right, including without limitation, any copyright, property right, or privacy right; (iv) any claim that any User-Generated
Content submitted by you causes any damage to any third party; or (v) any damages or causes of action arising out of your use of third party sites that link to our Site, including but not limited to those sites containing
Third Party Deals.
You are solely responsible for any interaction with Merchants and other users of the Site. To the extent permitted by applicable law, you hereby release SPREEBIRD from any and all claims or liability related to any product
or service of Merchant, any action or inaction by Merchant, including Merchant’s failure to comply with applicable law and/or its failure to abide by the terms of any SPREEBIRD Deal or Voucher, and any conduct or speech,
whether online or offline, of any other user. Additionally, you acknowledge that some SPREEBIRD Deals may involve activities that could potentially cause bodily harm, illness, or death. SPREEBIRD bears no responsibility
for the service or activity being offered or for any injuries that occur as a result. Please see the Section 16 and the other terms of this Section 17 for further detail on our limitation of liability and disclaimer regarding
the SPREEBIRD Deals.
You hereby waive and relinquish all rights you may have under California Civil Code Section 1542 (and similar provisions in any applicable jurisdiction) which states, “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 debtor.” You understand that the facts under which the
foregoing release under California Civil Code Section 1542 (or similar provisions in other applicable jurisdictions) is provided may turn out to be different from the facts known to you to be true, and you expressly assume
the risk of the facts turning out to be different and agree that the foregoing release shall be in all respects, effective and not subject to termination or rescission by reason of any difference of facts.
By using our Site, you agree that: (1) any claim, dispute or controversy you may have against SPREEBIRD arising out of, or relating to these Terms of Service, this Site, or the purchase or sale of any Voucher, shall be resolved
exclusively by final and binding arbitration administered by the American Arbitration Association (“AAA”) and conducted before a single arbitrator pursuant to the applicable rules and procedures established by AAA (“Rules
and Procedures”); (2) the arbitration shall be held at a location determined by AAA pursuant to its Rules and Procedures, or at such other location as may be mutually agreed upon by you and SPREEBIRD; (3) the arbitrator
shall apply California law consistent with the Federal Arbitration Act and applicable statutes of limitations, and shall honor claims of privilege recognized by law; (4) there shall be no authority for any claims to be arbitrated
on a class or representative basis; arbitration can decide only your and SPREEBIRD’s individual claims; and the arbitrator may not consolidate or join the claims of other persons or entities who may be similarly situated;
(5) in the event that you are able to demonstrate that the costs of the arbitration are prohibitive as compared to the costs of litigation, SPREEBIRD shall pay as much of your filing and hearing fees in connection with the
arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive; and (6) with the exception of part (4) above, if any part of this arbitration provision is deemed invalid, unenforceable
or illegal, or otherwise conflicts with the AAA Rules and Procedures, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable
or illegal conflicting provision were not contained therein. If however, part (4) above us found to be invalid, unenforceable or illegal, then the entirety of this Arbitration Provision shall be null and void, and neither
you nor SPREEBIRD shall be entitled to arbitrate their dispute.
19. LIMITED TIME TO BRING ANY CLAIM
YOU AND SPREEBIRD AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO SPREEBIRD MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
agreement between SPREEBIRD and any End Users with respect to the subject matter hereof. No waiver by either party of any breach or default hereunder, including on the Site, by telephone or email, is a waiver of any preceding
or subsequent breach or default. The section headings used in this Agreement are for convenience only and shall have no legal force or effect. You and we are general contractors, and nothing in this Agreement creates a partnership,
employment relationship or agency. There are no third party beneficiaries to this Agreement. You may not assign this Agreement or your rights and obligations hereunder, in whole or in part, to any third party without our
prior written consent, and any attempt by you to do so will be invalid. If any provisions of these Terms of Service are held invalid by a court of competent jurisdiction, such invalidity shall not affect the enforceability
of any other provisions contained herein, and the remaining portions of this Agreement shall continue in full force and effect. The failure of either party to exercise any of its rights under these Terms of Service shall
not be deemed a waiver or forfeiture of such rights or any other rights provided hereunder. Our rights under this Agreement will survive any termination of this Agreement.