Effective Date: October 1, 2020
As used herein, the terms ‘you’, ‘your’, and/or ‘yourself’ refer to you, a user/visitor/browser of our Site, whether registered or not through an account. These Terms constitute a legally binding agreement between you and us.
To prevent any breach of the Terms hereof and to enforce any available remedy, we reserve the right to undertake any technical, legal or administrative measures that we deem necessary, at any time, without prior notice and in our sole discretion.
If you continue to browse and use this Site, you hereby acknowledge and agree to be bound by and under these Terms which, together with our Policy, which will govern PromoClout’s relationship regarding the Site and any services offered thereby (the “Service(s)”). Your access to the Site is only offered for your individual, non-commercial use, and not for the use or benefit of any third party you may represent. These Terms include a jury trial and class action waiver. These Terms also limit the remedies that may be available to you in the event of a dispute with us.
PromoClout is an online discount and rebate coupon and code online marketplace where its users may browse an online directory of discount and rebate coupons for third party products and services, among other Services and functionalities offered by us from time to time. Users are able to access the Site on a free basis, where they will be able to browse discount and rebate coupons opportunities, among other interesting functionalities. Neither PromoClout nor its affiliates, shareholders, subsidiaries, agents or representatives will undertake any of the actual products/services offered in the Site. PromoClout hereby reserves the right to modify, suspend, or discontinue the Services or access to the Site without any notice at any time and without any liability to you.
You agree not to, and will not undertake, motivate, or facilitate the use or access of the Site by others to:
- a. Infringe these Terms or allow, encourage or facilitate others to;
- b. Plagiarize and/or infringe the intellectual property rights or privacy rights of any third party;
- c. Enable any process to data-mine the Site (e.g. robots or similar data gathering and extraction tools);
- d. Disturb the normal flow of Services provided within the Site;
- e. Distribute, post or otherwise make available any content that: (i) infringes or endangers the intellectual property rights of any person (e.g. trademark, moral rights, trade secret, copyright, ancillary rights or other); (ii) enables any act that could promote or cause discrimination, racism, harm, libel, hatred or violence against any individual or group; (iii) endangers children and underage persons; (iv) is or allows illegal or fraudulent activities to take place; (v) is or may constitute a criminal or capital offense or otherwise infringes any applicable law; and/or (vi) is or can be considered to be obscene, threatening/defamatory, plagiarized, firearms, tobacco, alcohol, marijuana, gambling, binary options, Forex, pornographic or analogous;
- f. Create a link from the Site to another website or document without our prior written consent;
- g. Obscure or edit any copyright, trademark or other proprietary rights notice or mark appearing on the Site;
- h. Create copies or derivate works of the Site or any part thereof;
- i. Otherwise reverse engineer, decompile or extract the Site’s source code;
- j. Remit or otherwise make or cause to deliver unsolicited advertising, email spam or other chain letters;
- k. Collect, receive, transfer or disseminate any personally identifiable information of any person without consent from title holder; and/or
- l. Pretend to be or misrepresent any affiliation with any legal entity or third party.
You also acknowledge and accept that any violation of the aforementioned provisions may result in the immediate termination of your access to the Site and our Services, without refund, reimbursement, or any other credit on our part.
In order to use part or all of our Services, you may need to create a profile and register into our Site. Regardless of whether you create a personalized profile or not, we may collect certain personal data and other information from you, and we hereby invite you to revise our Policy to be aware of your rights and obligations regarding such data use.
You are solely responsible for the activity that occurs on your account and for keeping your password secure and confidential. We reserve the right, at our sole and final discretion, to deactivate, freeze, suspend or terminate your account upon any factual or alleged breach of these Terms. You must notify PromoClout immediately of any change in your eligibility to use the Site, if you suspect a breach of security or unauthorized use of your account.
Upon the terms and conditions of 47 U.S.C. Section 230(d), PromoClout informs its users about the commercial availability of parental control mechanisms which may assist them in limiting access to minors of material that is or may be considered harmful. PromoClout thereby encourages parents, legal guardians and responsible adults to be actively involved in the safe use of the Internet by children and minors. PromoClout does not knowingly provide its Services to persons under the age of eighteen (18). If you are under such age, you can only use the Site under the direct supervision of your parent or legal guardian. Users over the age of eighteen (18) can use the Site freely, but are otherwise prohibited from providing PromoClout with personally identifiable information of persons under the age of eighteen (18) without the consent of their parents or legal guardians.
In compliance with the terms of the Children’s Online Privacy Protection Act (‘COPPA’), PromoClout does not knowingly collect any kind of information from any person under the age of thirteen (13), and will delete any related information thereto. For more information, please read our Policy.
We reserve the right to screen our content to locate and delete any spam or deceiving coupon, code, offer or link to any product or service. We will not tolerate, and we will not allow others to undertake through our Services or Site, any massive delivery of unsolicited bulk communications to our users or to any third party. In compliance with the Controlling the Assault of Non Solicited Pornography and Marketing Act (‘CAN-SPAM Act’), any commercial electronic communication (“CEM”) that you receive from us, our partners, licensors, suppliers and affiliates, will require your prior consent to such communication. Our CEMs will include measures in order for you to stop receiving them, usually through an unsubscribe link. Please see our Policy for more information.
The trademarks, copyright, service marks, trade names and other intellectual and proprietary notices displayed on the Site are the property of – or otherwise are licensed to – PromoClout and/or its licensors or affiliates, whether acknowledged (or not), and which are protected under intellectual and proprietary rights in the United States of America and other jurisdictions throught the world. Respective title holders may or may not be affiliated with us or our licensors, affiliates, partners and advertisers.
Digital Millennium Copyright Act (‘DMCA’) Notice
In compliance with the DMCA, you may contact us by email via our contact form in order to send us a notice regarding any copyright infringement matter. You can review the DMCA text at the U.S. Copyright Office website. We are ready to remove any allegedly or factually infringing content displayed on the Site, upon due notice and request by the title holder.
You must notify us of your claim with subject: "Takedown Request". Once received, PromoClout will study and consider your claim and, if it believes or has reason to believe any content on the Site infringes on another’s copyright, PromoClout may delete it, disable or otherwise stop displaying it.
Your notification claim must be in writing and must contain the following information, at the least: (i) your signature and identification, or the ones the person authorized to act on behalf of you or the title holder; (ii) a clear and concise description of the content of which its copyright has allegedly been infringed; (iii) contact information (e.g. address and email); and (iv) a statement, under penalty of perjury, indicating that you have a good faith belief that the information provided in your claim is true and accurate.
Third party links
From time to time, our Site and Services may contain hyperlinks to other websites. These links are for your personal convenience and to provide you with further information which may be of your interest. The provision of such links does not imply any endorsement of such third party websites (or their products and services). Some or all of the images and content displayed on the Site are licensed and/or purchased stock photos, and are only for illustrative purposes, that is, they may not accurately purport the look and form of a certain item, product or service.
We do not always review the information, pricing, availability or fitness for use of such third party products and services, and they will not necessarily be available or error free or serve your purposes, and any use thereof is at your sole risk. We do not make any endorsements or warranties, whether express or implied, regarding any third party websites (or their products and services). Any linked websites are ruled by their privacy policies, terms and conditions and legal disclaimers. Please read those documents, which will rule any interaction thereof.
We may support the Site and our Services through advertising and other commercial opportunities. These advertisements may be tailored to the content of the Site, and the nature and extent of such advertising by us is subject to change without prior notice. Please refer to our Policy for information regarding certain advertisement opt-out.
The Site may allow you to subscribe to our newsletter service, which may be provided by us or through an authorized third party. Through our newsletter, you may receive information according to your user preferences. As our user, you will receive a conspicuous communication indicating your subscription thereof, and you will be able to select the amount and type of emails received by you. If you wish to unsubscribe, you will find ‘unsubscribe’ and similar links on our electronic communications, and also in your account preferences.
You represent and warrant to us that you have all right, title, and interest to any and all content you may post, upload or otherwise disseminate through the Site.
PromoClout hereby reserves the right to update, modify, change, amend, terminate or discontinue the Site, the Terms and/or the Policy, at any time and at its sole and final discretion. PromoClout may change the Site’s functionalities and (any) applicable fees at any time. Any changes to these Terms will be displayed in the Site, and we may notify you through the Site or by email. Please, refer to the date shown below for the date where effective changes were last undertook by us. Your use of our Services after the effective date of any update– either by an account registration or simple use – thereby indicates your acceptance thereof.
Any testimonial or review about our company, our products or our Services is made by the respective author and does not does not reflect PromoClout’ opinions, nor do PromoClout, its affiliates, subsidiaries, officers, employees and agents guarantee its actual veracity or make any endorsement thereof. The images, texts, posts, coupons, codes, rebates, photographs and other multimedia content displayed on or through the Site are not necessarily available and any results therefrom – which we cannot ultimately control – are out of our ultimate and complete scope. Some or all of the images shown in the Site are licensed and/or purchased stock photos, and are only shown for illustration purposes.
Neither PromoClout, nor its affiliates, subsidiaries, officers, employees and agents warrantee that the Site will be error-free, uninterrupted, secure, or produce any particular results; or that any information, images, texts, posts, coupons, codes, rebates, photographs and other multimedia content will be current, useful and/or valid, or that it will produce any particular results or that the information obtained therefrom will be reliable or accurate. No advice or information given by PromoClout or its employees, affiliates, contractors and/or agents shall create a guarantee.
Neither PromoClout nor its affiliates, licensors, owners, subsidiaries, brands or advertisers are a licensed, registered and/or professional advisor in any industry. The results described in the Site are not typical and will vary based on a variety of factors outside the control of PromoClout. Your use of any information and/or materials on this Site is entirely at your own risk, for which we shall not be held liable.
Disclaimer of Damages
To the fullest extent allowable under applicable law, PromoClout hereby expressly disclaims any and all representations and warranties of any kind with respect to the Site, including any and all liability arising out of or related to any purported facts or information and description of any information, products and/or Services displayed on our Site, including all warranties of any kind, whether express or implied; including, without limitation, warranties of title, merchantability, accuracy, completeness, reliability, suitability, fitness for a particular purpose or non-infringement.
Your use of our Site is at your own risk, and therefore you hereby acknowledge and agree that we supply our Site and Services “as is”, “with all faults”, and “as available”, including all content, quick start guides, sheets, checklists, step-by-step guides, reference guides, sample filing forms, software, materials, services, functions, and/or information made available thereby. It shall be your own responsibility to ensure that any products, Services or information available through this Site meet your specific requirements.
Limitation of Liability
In no event shall PromoClout be liable to you or to any third party for any direct, indirect, incidental, consequential, special, exemplary or punitive damages, including but not limited to: damages for business interruption, loss of profits, loss of data, computer or software failure or inaccessibility or any other type of personal damages or losses arising out of or related to your use of or inability to use the Site; however caused or however awarded, regardless of the theory of liability applied (including contract, warranty or tort), whether active, passive or imputed, including negligence, strict liability, product liability or other legal theory, regardless of the product or service offered by action or inaction by merchant; and even if you have been advised of the possibility of such damages.
In recognition of the relative risks and benefits of the Services provided via the Site, to both PromoClout and the customer, the risks have been allocated such that you, our customer, hereby acknowledges and agrees, to the fullest extent permitted by law, to limit the maximum cumulative liability of PromoClout to you for any and all claims, losses, costs, damages of any nature, arising out of or related to your use of the Site and any Services thereon or whatsoever claims expenses from any cause or causes (including reasonable attorneys’ fees and costs and expert witness fees and costs), to the amount that is or results inferior among: (i) the amount paid, if any, by you to us in connection with the Site and any Services during the twelve (12) months prior to the action giving rise to such liability; or (ii) USD$50 (Fifty United States Dollars).
Certain jurisdictions do not allow the exclusion or limitation of implied warranties or damages. Henceforth, if you fall under rule of such jurisdictions, part or all of the disclaimers or liability limitations mentioned herein may not apply to you, and you might have additional rights not limited by law.
You agree to indemnify, defend and hold PromoClout and its independent contractors, affiliates, subsidiaries, officers, employees and agents, and their respective employees, agents and representatives, harmless from and against any and all actual or threatened proceedings (at law or in equity), suits, actions, damages, claims, deficiencies, payments, settlements, fines, judgments, costs, liabilities, losses and expenses (including, but not limited to, reasonable expert and attorney fees and disbursements) arising out of, caused or resulting from: (i) your conduct and any user content; (ii) your violation of these Terms or the Policy; or (iii) your violation of the rights of any third-party.
Assignment. You may not assign or transfer these Terms by operation of law or otherwise without our prior written consent. Notwithstanding the foregoing, we may assign any rights or obligations hereunder. Any rights not expressly granted herein are thereby reserved. These terms will inure to the benefit of any successors of the parties.
Force Majeure. PromoClout is no liable for any failure of performance on its obligations as set forth herein, where such failure arises from any cause beyond PromoClout's reasonable control, including but not limiting to, electronic, power, mechanic or Internet failure.
Headings. The titles of paragraphs in these Terms are shown only for ease of reference and will not affect any interpretation therefrom.
No Waiver. Failure by PromoClout to enforce any rights hereunder shall not be construed as a waiver of any rights with respect to the subject matter hereof.
No Relationship. You and PromoClout are independent contractors, and no agency, partnership, joint venture, employee-employer, or franchiser-franchisee relationship is intended or created by these Terms.
Notices. Any notices or communications among the parties to these Terms shall be done in writing and shall be delivered to any address the parties may provide. For communications by e-mail, the date of receipt will be the one in which confirmation receipt notice is obtained.
Severability. If any provision of these Terms is held unenforceable, then such provision will be modified to reflect the parties' intention. All remaining provisions of these Terms will remain in full force and effect. The failure of either party to exercise in any respect any right provided for herein will not be deemed a waiver of any further rights hereunder.
Waiver of Class Actions, Non-Individualized Relief. You acknowledge and accept that claims brought against PromoClout shall be only on an individual basis and not as a plaintiff or class member in any possible future class or representative action or similar proceeding. Unless otherwise agreed by you and PromoClout, you may not adjoin or consolidate any claim with more than one person's; and you may not otherwise supervise or take over any form of a class, representative or consolidated proceeding.
Applicable Law. Your use of this Site and any cause of action, claim and/or dispute that might arise between the parties hereon, shall be subject to the laws of the State of Texas, United States of America, without regard to its conflict of law principles.
Forum. You agree that any dispute arising from or relating to these Terms will be heard solely by a court or tribunal of competent jurisdiction in or nearest to Austin, State of Texas, United States of America. If you bring a dispute in a manner other than in accordance with this section, you agree that we may move to have it dismissed, and that you will be responsible for our reasonable attorney’s fees, court costs, and disbursements in doing so. You agree that the unsuccessful party in any dispute arising from or relating to these Terms will be responsible for the reimbursement of the successful party’s reasonable attorney’s fees, court costs, and disbursements.
Waiver of Jury Trial. The parties herein waive their constitutional and statutory rights to go to court and have a trial in front of a judge or a jury, instead electing that all claims and disputes be resolved by a competent judge.