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Vionic ("we" or "us") provides software applications (in these terms we call this and any software provided by Vionic for use with the Software, the "Software") to you subject to these terms and conditions of use ("Terms" or "Agreement"). Please read these Terms carefully before using the Software. By accessing, using, or by merely browsing the Software you agree to be legally bound by these Terms and all terms, policies and guidelines incorporated by reference in these Terms. If you do not agree with these Terms in their entirety, you may not use the Software. Customers promoting offers via the Software are called "Merchants" and individuals who purchase these offers are called "Buyers." In these Terms users of the Software, whether they are Merchants, Buyers, people who post comments on the blog, or casual browsers of the Software, are called "Users." This Software is not intended to be used by children. Users must be at least thirteen (13) years of age to use this Software. Merchants and Buyers must be at least eighteen (18) years of age to create an account.
We offer two types of packages for usage of our software, Deal Maker Pro and White Label. Our subscription fee for the Deal Maker Pro package is $60/month + $60 setup fee or $600/year + $60 setup fee. Our subscription fee for the White Label package is $150/month + $150 setup fee or $1500/year + $150 setup fee. The transaction fee for use of the software is 9.9% and is charged each time an offer is purchased.
A freemium model is also available at no cost to the merchant, however, a transaction fee of 25% for use of the software is charged each time an offer is purchased.
Fees may change from time to time. If they do change, your continued use of the Software after the change indicates your agreement with the new fees and charges after the effective date of the change.
In order to use the Software, you will have to create an account. You acknowledge, consent, and agree that we may access, preserve and disclose your account information and User Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to (a) comply with legal process; (b) enforce the Terms; (c) respond to any claim that User Content violates the rights of third parties; (d) provide certain customized features of the Software to you, if any; (e) respond if you contact Company for any reason; or (f) protect the rights, property, or personal safety of Vionic, its other users, and the public.
You agree to pay all fees and applicable taxes incurred by you or anyone using your account. We may revise the pricing for products, services or features at any time. Unless otherwise noted, all currency references are in U.S. dollars. All fees and charges are payable in accordance with payment terms in effect at the time the fee or the charge becomes payable. If there is a dispute regarding payment of fees to, or products or services provided by, us, your account may be closed without warning or notice at our sole discretion.
When you register for your account you will be asked to provide a password. As you will be responsible for all activities that occur under your password, you should keep your password confidential. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. If you have reason to believe that your account is no longer secure (for example, in the event of a loss, theft, or unauthorized disclosure or use of your account ID or password), you shall immediately notify Company. YOU ARE SOLELY LIABLE FOR LOSSES INCURRED BY YOU, VIONIC OR OTHERS DUE TO ANY UNAUTHORIZED USE OF YOUR ACCOUNT.
In these Terms the content on the Software, including all information, data, logos, marks, designs, graphics, pictures, sound files, other files, and their selection and arrangement, is called "Content." Content provided by Users is called "User Content." User Content remains the property of the User. Other than User Content, the Software is the property of Vionic or its licensors, and is protected by United States and international copyright and intellectual property laws, and all rights to the Software and the Content are expressly reserved. All trademarks, registered trademarks, product names and company names or logos mentioned in the Software are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by Vionic. The Software collects certain information and data during the normal operation of the Software. Your User Content is your responsibility. We have no responsibility or liability for it, or for any loss or damage your User Content may cause to you or other people. Although we have no obligation to do so, we have the absolute discretion to remove any User Content stored on the Software, and we may do this at any time and for any reason. You are solely responsible for maintaining copies of and replacing any User Content you store on the Software.
We do not claim any ownership interest in your User Content, but we do need the right to use your User Content to the extent necessary to operate the Software, and provide the services provided by the Software, now and in the future. Therefore, by posting or distributing User Content, or permitting the collection of information or data by Vionic you (a) grant Vionic and its affiliates and subsidiaries a non-exclusive, royalty-free, transferable right to use, display, perform, reproduce, distribute, publish, modify, adapt, translate, and create derivative works from such User Content on the Software, in the manner in and for the purposes for which the Software uses such User Content. You shall be solely responsible for your own User Content and the consequences of posting such User Content. You represent and warrant that (i) you own and control all of the rights to the User Content, information and data that you post and permit us to collect, or you otherwise have the lawful right to collect, post and distribute that User Content, information and data to or through the Software or you have the necessary licenses, rights, consents, and permissions to use and authorize us to use any and all User Content to enable inclusion and use of User Content in the manner contemplated by these Terms, and to grant the rights and license set forth in this Section; (ii) the use and posting or other transmission of such User Content does not violate these Terms and will not violate any rights of or cause injury to any person or entity; (iii) your User Content, our use of such User Content pursuant to these Terms, and our exercise of the license rights set forth in this Section, do not and will not: (A) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (B) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (C) violate any applicable law or regulation. If your User Content is intended for the use of other Users or third-parties, you also grant us and our affiliates and subsidiaries a non-exclusive, royalty-free, transferable right to sublicense such User Content to such Users or third-parties for their use in connection with their use of the Software, as described in this Section. These licenses from you are non-exclusive because you have the right to use your User Content elsewhere. They are royalty-free because we are not required to pay you for the use of your User Content on the Software. And they are transferable because we need the right to transfer these licenses to any successor operator of the Software. Our rights to "modify, adapt, translate, and create derivative works from" are necessary because the normal operation of the Software does this to your User Content when it processes it for use in the Software.
Except as otherwise permitted by these Terms, in connection with your User Content, you further agree that you will not publish, post, submit, transmit through or otherwise make available via the Software: (i) any falsehoods or misrepresentations that could damage us or any third party; (iii) any material which is unlawful, defamatory, libelous, slanderous, pornographic, obscene, abusive, profane, vulgar, sexually explicit, threatening, harassing, harmful, hateful, racially or ethnically offensive or otherwise objectionable, or which encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law or any right of privacy or publicity, or is otherwise inappropriate; or (iv) any material that would be harmful to minors in any manner.
With the exception of the limited license granted above, we do not obtain or control any rights in, and do not exert editorial control over, User Content. Nothing herein obligates us to verify, and we have not necessarily verified, the representations and warranties made by Users with respect to such User Content.
You understand that you are entirely responsible for all User Content that you upload, post, transmit or otherwise make available through the Software. We do not have any obligation to monitor User Content for any purpose. If at any time we choose, in our sole discretion, to monitor the User Content, we nonetheless assumes no responsibility for the User Content, no obligation to modify or remove any inappropriate User Content, and no responsibility for the conduct of the user or other person or entity submitting any such Contributed Content. You agree that you must evaluate, and bear all risks associated with the use of any User Content including any reliance on the accuracy, completeness, usefulness, or legality of such User Content.
Vionic grants you a limited, revocable, non-exclusive, license to access the Software and to view, copy and print the portions of the Content available to you on the Software. Such license is subject to these Terms, and specifically conditioned upon the following: (i) you may only view, copy and print such portions of the Content for your own use; (ii) you may not modify or otherwise make derivative works of the Software or the Content, or reproduce, distribute or display the Software or any Content (except for page caching) except as expressly permitted in these Terms; (iii) you may not remove or modify any copyright, trademark, or other proprietary notices that have been placed in the Content; (iv) you may not use any data mining, robots or similar data gathering or extraction methods; and (v) you may not use the Software or the Content other than for its intended purpose. Except as expressly permitted above, any use of any portion of the Content without the prior written permission of its owner is strictly prohibited and will terminate the license granted in this Section, this Agreement and your account with us. Any such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws. Unless explicitly stated herein, nothing in these Terms may be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. The license in this Section is revocable by Vionic at any time. You represent and warrant that your use of the Software and the Content will be consistent with this license and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties, or violate any applicable law. To request permission for uses of Content not included in this license, you may contact Vionic at the address identified at the bottom of these Terms.
We take security seriously. We strive to maintain a reliable and secure environment for your data. However, no system is perfectly secure or reliable, the Internet is an inherently insecure medium, and the reliability of hosting services, Internet intermediaries, your Internet service provider, and other service providers cannot be assured. When you use the Software, you accept these risks, and the responsibility for choosing to use a technology that does not provide perfect security or reliability. In particular, Merchants who choose to provide credit card information on this Software accept these risks to the security of that credit card information. Ultimately, credit card data is provided by Merchants and Merchants are responsible for its protection.
The Software contains links to third-party Software ("Third-Party Software") and third-party content ("Third-Party Content") as a service to those interested in this information. Third-Party Software include social network platforms, payment processors and other payment intermediaries that you may use in connection with your use of the Software. You use links to Third-Party Software, and any Third-Party Content or service provided there at your own risk. Vionic does not monitor or have any control over, and makes no claim or representation regarding, Third-Party Content or Third-Party Software. The Software provides these links only as a convenience, and a link to a Third-Party Software or Third-Party Content does not imply Vionic’s endorsement, adoption or sponsorship of, or affiliation with, such Third-Party Software or Third-Party Content. The Software accepts no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of, Third-Party Content, Third-Party Software, or Software linking to the Software. When you leave the Software, our terms and policies are no longer applicable. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Software, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third-party.
(a) As a condition of your use of the Software, you hereby represent and warrant that you will not use the Software for any purpose that is unlawful or prohibited (including, without limitation, the prohibitions in this Section) by these Terms.
(b) You agree not to defame, harass, abuse, threaten, stalk or defraud others, or collect, or attempt to collect, personal information about Users or third parties without their consent.
(c) You agree not to intentionally interfere with or damage, impair or disable the operation of the Software or any user’s enjoyment of it by any means, including but not limited to uploading or otherwise disseminating viruses, worms, spyware, adware, or other malicious code, or placing a disproportionate load on the Software with the intended result of denying service to others.
(d) You agree not to remove, circumvent, disable damage or otherwise interfere with any security- related features of the Software, features that prevent or restrict the use or copying of any part of the Software, or features that enforce limitations on the use of the Software.
(e) You agree not to attempt to gain unauthorized access to the Software or any part of it, other accounts, computer systems or networks connected to the Software or any part of it, through hacking, password mining or any other means or interfere or attempt to interfere with the proper working of the Software or any activities conducted through the Software.
(f) You agree not to obtain or attempt to obtain any materials or information through any means not intentionally made available through the Software. You agree neither to modify the Software in any manner or form (other than contributing User Content as enabled by the Software’s functionality and in accordance with these Terms), nor to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Software.
(g) You agree not to reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Software or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
(h) You agree not to impersonate another person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity.
Your correspondence or business dealings with other users found on or through the Software are solely between you and such user. We reserve the right, but has no obligation, to monitor disagreements between you and other users. WE DISCLAIM ALL LIABILITY RELATED TO ANY USER DISAGREEMENT. YOU AGREE THAT WE WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS THE RESULT OF ANY SUCH DEALINGS OR DISAGREEMENTS.
THE SOFTWARE, THE CONTENT AND THE SERVICES PROVIDED BY THE SOFTWARE ARE PROVIDED TO YOU ON AN "AS IS" BASIS WITHOUT WARRANTIES FROM VIONIC OF ANY KIND, EITHER EXPRESS OR IMPLIED. VIONIC EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, RETAIL FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. VIONIC DOES NOT REPRESENT OR WARRANT THAT CONTENT IS ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE, AND EXPRESSLY DISCLAIMS ANY WARRANTY OR REPRESENTATION AS TO THE ACCURACY OR PROPRIETARY CHARACTER OF THE SOFTWARE, THE CONTENT OR ANY PORTION THEREOF. While Vionic attempts to make your access to and use of the Software safe, Vionic does not represent or warrant that the Software or any Content are free of viruses or other harmful components.
YOU WAIVE AND SHALL NOT ASSERT ANY CLAIMS OR ALLEGATIONS OF ANY NATURE WHATSOEVER AGAINST VIONIC, ITS AFFILIATES OR SUBSIDIARIES, THEIR SPONSORS, CONTRACTORS, ADVERTISERS, VENDORS OR OTHER PARTNERS, ANY OF THEIR SUCCESSORS OR ASSIGNS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS OR EMPLOYEES (COLLECTIVELY, THE "RELEASED PARTIES") ARISING OUT OF OR IN ANY WAY RELATING TO YOUR USE OF THE SOFTWARE OR THE CONTENT, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS OR ALLEGATIONS RELATING TO THE ALLEGED INFRINGEMENT OF PROPRIETARY RIGHTS, ALLEGED INACCURACY OF CONTENT, OR ALLEGATIONS THAT ANY RELEASED PARTY HAS OR SHOULD INDEMNIFY, DEFEND OR HOLD HARMLESS YOU OR ANY THIRD-PARTY FROM ANY CLAIM OR ALLEGATION ARISING FROM YOUR USE OR OTHER EXPLOITATION OF THE SOFTWARE. YOU USE THE SOFTWARE AT YOUR OWN RISK. Vionic is the software provider and is not responsible for delivery of goods or services. Without limitation of the foregoing, neither Vionic nor any other Released Party shall be liable for any direct, special, indirect or consequential damages, or any other damages of any kind, including but not limited to loss of use, loss of profits or loss of data, whether in an action in contract, tort (including but not limited to negligence) or otherwise, arising out of or in any way connected with the use of the Software or the Content, including without limitation any damages caused by or resulting from your reliance on the Software or other information obtained from Vionic or any other Released Party or accessible via the Software, or that result from mistakes, errors, omissions, interruptions, deletion of files or email, defects, viruses, delays in operation or transmission or any failure of performance, whether or not resulting from acts of god, communications failure, theft, destruction or unauthorized access to the Software or any other Released Party’s records, programs or Services. In no event shall the aggregate liability of Vionic, whether in contract, warranty, tort (including negligence, whether active, passive or imputed), product liability, strict liability or other theory, arising out of or relating to the use of the Software exceed any compensation paid by you for access to or use of the Software during the three months prior to the date of any claim. Nothing in these Terms shall limit our liability in any claim for fraud or fraudulent misrepresentation. You irrevocably waive all rights to seek injunctive or other equitable relief, or to enjoin or restrain the operation of the Software, exploitation of any advertising or other materials distributed in connection therewith, or exploitation of the Software or any content or other material used or displayed through the Software and agree to limit your claims to claims for monetary damages within the limits identified in this Agreement. You shall defend, indemnify and hold harmless Vionic and the other Released Parties from any loss, damages, liabilities, costs, expenses, claims and proceedings arising out of your use of the Software.
Notices that we give you may be provided in any of the following ways. First, we may email you at the contact information you provide. Second, we may post a notice to Merchants and Collaborators in the dashboard area of their respective accounts on the Software. Third, we may post the notice elsewhere on the Software. When we post notices on the Software, we post them in the area of the Software suitable to the notice. It is your responsibility to periodically review the Software for notices.
PLEASE NOTE: This Agreement requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions, and also limits the remedies available to you in the event of a dispute. The Software is controlled by Vionic, Inc. and operated from its offices in San Diego, California. You and Vionic both benefit from establishing a predictable legal environment in regard to the Software. Therefore, you and Vionic explicitly agree that all disputes, claims or other matters arising from or relating to your use of the Software will be governed by the laws of the State of California and the federal laws applicable therein. Except where prohibited by applicable law, any claim, dispute or controversy arising out of or relating to these Terms; (b) the Software or Content; (c) oral or written statements, advertisements or promotions relating to these Terms or to the Software; or (d) the relationships that result from these Terms or the Software or Content (collectively, a "Claim") will be referred to and determined by a sole arbitrator (to the exclusion of the courts). This agreement to arbitrate is intended to be broadly interpreted. It includes, but is not limited to: (1) claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; (2) claims that arose before this or any prior Agreement (including, but not limited to, claims relating to promotions or advertising); (3) claims that are currently the subject of purported class action litigation in which you are not a member of a certified class; and (4) claims that may arise after the termination of this Agreement. You waive any right you may have to commence or participate in any class action against Vionic related to any Claim and, where applicable, you also agree to opt out of any class proceedings against Vionic. If you have a Claim, you should give written notice to arbitrate at the address specified in Section 19. If we have a Claim, we will give you notice to arbitrate at your address .. Arbitration will be conducted by one arbitrator pursuant to the rules of the American Arbitration Association in effect on the date of the notice in the city of San Diego, California. To the extent arbitration as described in the immediately preceding paragraph is prohibited by applicable law, you agree that all Claims will be heard and resolved in a court of competent subject matter jurisdiction located in San Diego, California. You consent to the personal jurisdiction of such courts over you, stipulate to the fairness and convenience of proceeding in such courts, and covenant not to assert any objection to proceeding in such courts. If you choose to access the Software from locations other than California, you will be responsible for compliance with all local laws of such other jurisdiction and you agree to indemnify Vionic and the other Released Parties for your failure to comply with any such laws. If any legal issues should arise, the You agree to pay any and all costs, damages, and expenses, including, but not limited to, reasonable attorneys’ fees and costs awarded against or otherwise incurred by the Indemnified Party in connection with or arising from any such claim, suit, action, or proceeding.
Notwithstanding any provision of these Terms, Vionic reserves the right, without notice and in its sole discretion, without any notice or liability to you, to (a) terminate your license to use the Software, or any portion thereof; (b) block or prevent your future access to and use of all or any portion of the Software or Content; (c) change, suspend or discontinue any aspect of the Software or Content; and (d) impose limits on the Software or Content.
Refunds will only be granted within 14 days of the original purchase date and will be issued to the same credit card that was charged when ordering the product.
All references to a "chargeback" refer to a reversal of a credit/debit card charge placed on www.vionic.com. There is no reason for a chargeback to ever be filed. Unnecessary chargebacks are theft and can be prosecuted. If you feel that your credit/debit card was used fraudulently on www.vionic.com please contact us for immediate resolution.
YOU AGREE THAT YOU WILL NOT CHARGEBACK ANY AMOUNTS CHARGED TO YOUR CREDIT/DEBIT CARD ON THIS SOFTWARE. IF YOU CHARGEBACK A CREDIT/DEBIT CARD CHARGE FOR A PAYMENT INITIATED BY YOU, YOU AGREE THAT THIS SOFTWARE MAY RECOVER THE AMOUNT OF THE CHARGEBACK IN ADDITION TO $100.00 USD BY ANY MEANS DEEMED NECESSARY, INCLUDING BUT NOT LIMITED TO RECHARGING YOUR CREDIT/DEBIT CARD OR HAVING THE AMOUNT RECOVERED BY A COLLECTION AGENCY.
You and Vionic may terminate these Terms and your use of the Software at any time. When your account is terminated, your User Content will, shortly thereafter, not appear on the Software. You acknowledge and agree that the Software has no obligation to migrate or provide assistance in migration of data from the Software. Notwithstanding the foregoing, Software support may help Users with the transfer of any stored data upon request. After thirty (30) days from the date of termination, the Software takes no responsibility for stored data and reserves the right to delete all remaining data.
If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. Vionic may assign any or all of its rights hereunder to any party without your consent. You are not permitted to assign any of your rights or obligations hereunder without the prior written consent of Vionic, and any such attempted assignment will be void and unenforceable. These Terms constitute the entire agreement between you and Vionic regarding your use of the Software, and supersede all prior or contemporaneous communications whether electronic, oral or written between you and Vionic regarding your use of the Software. The section titles in these Terms are for convenience only and have no legal or contractual effect. If a court of competent jurisdiction determines that any provision of these Terms is invalid, unlawful, void or unenforceable, that provision shall be modified or severed to the maximum extent permitted by law; however, any and all other provisions shall remain valid and be given full force and effect in a valid and enforceable manner to accomplish the purposes of these Terms.
Vionic reserves the right to modify the terms and conditions of this Agreement or its policies relating to its products and services at any time. for any reason. Each time we exercise such right, you shall be required to affirmatively accept the updated Terms, and if you fail to do so, you will no longer be able to access or use the Software.
If you have any questions regarding these Terms or your use of the Software, please contact us here: [email protected] Vionic, Inc. 9255 Towne Centre Dr, Suite 280, San Diego, CA, 92121
Last Updated: January 9, 2015