June 15, 2012
PLEASE READ THESE TERMS AND CONDITIONS OF SERVICE ("Agreement") CAREFULLY BEFORE USING ANY SERVICES (AS DEFINED BELOW) OFFERED BY QOIZA, INC. (ÒQOIZAÓ, ÒWEÓ OR ÒUSÓ) INCLUDING ANY OF OUR WEBSITES AND MOBILE APPLICATIONS (collectively, the "SiteÓ). This Site is controlled and operated by Qoiza. By accessing and using this Site, you are hereby agreeing to be legally bound by the terms and conditions of this Agreement.
By accepting the terms of this Agreement, you represent that you are at least 13 years of age and you have the legal authority to enter into this Agreement. If you are at least 13 years of age and less than 18 years of age, you further represent that (i) your parent or legal guardian has consented to your use of the Site and the Services and providing your personal information in connection therewith; and (ii) your parent or legal guardian has read and accepted the terms of this Agreement on your behalf. If you are under 13 years of age, then please do not use our Services. If you do not agree with all of the following terms and conditions of this Agreement, you are not authorized to use the Services.
We reserve the right, at our sole discretion, to change, modify or otherwise alter this Agreement at any time. Such changes and/or modifications shall become effective immediately upon the posting thereof. Please review the terms and conditions of this Agreement to keep yourself apprised of any changes. Your continued use of the Site and Mobile App following the posting of changes and/or modifications will constitute your acceptance of the revised terms and conditions.
A. Description of Services
Qoiza provides its users services as described and provided on the Site and Mobile App (collectively, the "Services"). Qoiza is a product sharing, discovery, and community service, containing photos, stories, and commentary for products people own and use. Using the Services to create personal inventories, users can enter stories and photos about the products they own and use as well as share these with friends on Facebook and within the Qoiza community.
C. User Conduct
Without limitation, Qoiza reserves the right to terminate your access to and use of the Services if, in our view, your conduct fails to meet any of the following guidelines:
1. You shall not use any portion of the Site or the Services for uploading, posting, emailing, transmitting or otherwise making available information that is unlawful, infringe on another's intellectual property rights, or are harmful to minors in any way.
2. You shall not attempt to interfere with any other person's use of the Services.
3. You shall not misrepresent your identity or impersonate any person.
4. You shall not hold yourself out as sponsored by, endorsed by, or affiliated with the Qoiza.
5. You shall not use any portion of the Site or the Services for uploading, posting, emailing, transmitting or otherwise making available junk mail, commercial advertisements, or any other form of commercial solicitation.
6. You shall not use any portion of the Site or the Services for uploading, posting, emailing, transmitting or otherwise making available messages that are harmful, threatening, abusive, vulgar, obscene, defamatory, libelous, hateful, or racially, ethnically or otherwise objectionable.
7. You shall not attempt to gain unauthorized access to QoizaÕs database or other computer systems.
8. You shall not attempt to modify, translate, adapt, edit, decompile, disassemble, or reverse engineer any software programs used by Qoiza in connection with the Site or the Services.
9. You shall not engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Site or the Services.
10. You shall not use any portion of the Site or the Services for any unlawful purpose.
All judgments concerning the applicability of these guidelines shall be at within our sole and exclusive discretion.
D. Story & Product Sharing Services
To the extent that portions of this Site provide users an opportunity to post experiences and stories related to the products they own and/or use, and thereby post and exchange information, ideas, opinions, messages, text, images, photos, or other materials (the "Postings"), please be advised that such Postings do not necessarily reflect the views of Qoiza. In no event shall Qoiza assume or have any responsibility or liability for any Postings or for any claims, damages or losses resulting from their use and/or appearance on this Site. You hereby represent and warrant that you have all necessary rights in and to all Postings you provide and all information they contain and that such Postings shall not infringe any proprietary or other rights of third parties or contain any libelous, tortious, or otherwise unlawful information.
Qoiza does not claim ownership rights to any of your Postings. For the sole purposes of promoting the Services and enabling us to display your Postings through the Site and Services, you hereby grant to Qoiza a non-exclusive, royalty-free, fully paid, worldwide, sublicenseable and transferable license to use, copy, reproduce, translate, distribute, prepare derivative works (collectively, a ÒLicenseÓ), and display such materials throughout the world in any media.
Qoiza does not allow Postings which contain:
á private or personal information which might identify a user;
á profanity or obscenities;
á personal attacks on other individuals;
á slanderous, defamatory, obscene, pornographic, threatening and harassing comments; and/or
á other information that Qoiza deems in its sole discretion to be inappropriate for this Site, or which otherwise violates this Agreement.
The Site and Services may only be used for noncommercial purposes only. Users may not post any information intended to promote and/or generate revenue for any third party business activity. Although Qoiza periodically monitors the content posted on the Site or submitted through the Services, we cannot be responsible for the views or opinions expressed by third parties. Qoiza reserves the right, in our sole discretion, to refuse to post, edit, or delete Postings that violate the above-referenced rules of conduct, or for any other reason. Qoiza may also revoke the privileges of users who do not comply with such rules.
You acknowledge that Qoiza may establish limits concerning use of the Postings, including the maximum number of days that Postings will be retained by the Site and the maximum number and size of Postings that may be transmitted or stored by the Site. You agree that Qoiza has no responsibility or liability for the deletion or failure to store any Postings maintained or transmitted by the Site.
E. Product Stories
To the extent that portions of this Site or Services provide users or other third parties an opportunity to submit stories and photos for display on this Site about various products and services ("Product Story(ies)"), please be advised that such Product Stories do not necessarily reflect the views of Qoiza. In no event shall Qoiza assume or have any responsibility or liability for any Product Stories appearing on the Site, including those provided by any user or any other party, or for any claims, damages or losses resulting from its use and/or appearance on this Site.
By posting or submitting Product Stories you hereby represent and warrant that (i) your use of the Site and Services shall only be in compliance with this Agreement, (ii) you have all necessary rights in and to any Product Story you provide and shall not infringe any proprietary or other rights of third parties, or contain any libelous, tortious, or otherwise unlawful information, (iii) all information contained in such Product Story is accurate, (v) use of any Product Story you supply will not cause injury to any person or entity, (vi) you will comply with all other applicable U.S., state, local, and international laws (including, but not limited to, policies and laws related to spamming, copyright and trademark infringement, defamation, privacy, obscenity, and child protective email address registry laws).
If anyone brings a claim against us related to your actions with the Site or Services including, but not limited to Product Stories or information on the Site, you will indemnify and hold us harmless from and against all damages, losses, and expenses of any kind (including reasonable legal fees and costs) related to such claim.
By posting or submitting a Product Story, you automatically grant to Qoiza and its affiliates a License to display such Product Story throughout the world in any media. Qoiza has the right but not the obligation to monitor or edit or remove any Product Story or any portion thereof at any time in its sole discretion.
You may delete copies or instances of your Product Stories that you have displayed through the normal functionality of the Services. In such event, the License granted by you shall terminate in the manner provided below, but only for those particular copies or instances of Product Stories that you have deleted from the Services. You acknowledge that this termination will not apply to any other copies or instances of the same Product Story that you have not specifically deleted from the Services. You also acknowledge that the License granted to Qoiza with respect to your Product Story will survive any such termination solely as follows to permit us: (i) to retain server copies of particular instances of your Product Story, including copies stored in connection with back-up, debugging, and testing procedures; and (ii) to enable the exercise of the License granted in this Agreement for any other copies or instances of the same Product Story that you have not specifically deleted from the Services.
F. Proprietary Rights
Qoiza and its licensors have expended substantial time, effort, and funds to create Qoiza, the Site and the Services. All site software, design, text, information, data, databases, images, photographs, illustrations, audio clips, video clips, artwork, graphic material, or other copyrightable elements, the selection and arrangements thereof, and other content (collectively, the "Content") are the property of Qoiza and/or its subsidiaries, affiliates, assigns, licensors or other respective owners and are protected, without limitation, pursuant to U.S. and foreign copyright and trademark laws.
Copyrights. All Content of this Site are either Copyright © 2012 Qoiza Inc., or are the proprietary property of QoizaÕs suppliers, affiliates or licensors. No copyrighted material or other Content may be reproduced, modified, create derivative works from, displayed, performed, published, distributed, disseminated, broadcasted or circulated to any third party (including, without limitation, the display and distribution of the Content via a third party website or other networked computer environment) without the express prior written consent of Qoiza. Use of Qoiza and/or its licensors' Content is only permitted with their express written permission. All rights reserved.
Notice of Copyright Agent. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide QoizaÕs copyright agent the written information specified below. (1) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) A description of the copyrighted work that you claim has been infringed upon;(3) A description of where the material that you claim is infringing is located on the Site and Mobile App; (4) Your address, telephone number, and e-mail address; (5) A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (6) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
QoizaÕs Copyright Agent for notice of claims of copyright infringement on its site can be reached as follows:
699 John St., Suite 614
Seattle, WA 98109
Trademarks and Service Marks. Qoiza.com, the Qoiza logo, are including without limitation, either trademarks, service marks or registered trademarks of Qoiza and the products and services described or offered in the Site are either the trademarks, service marks or registered trademarks of Qoiza, its suppliers, licensors, or affiliates, and may not be copied, imitated or used, in whole or in part, without QoizaÕs prior written permission or that of our suppliers or licensors. Other product and company names may be trade or service marks of their respective owners.
You further agree that you will not disassemble, decompile, reverse engineer or otherwise modify the Content on the Site. Any unauthorized or prohibited use may subject the offender to civil liability and criminal prosecution under applicable federal and state laws.
G. Contests, Sweepstakes, and Other Activities
Qoiza provides Rules of Participation for certain activities on this Site and Mobile App including, without limitation, contests and sweepstakes offered by Qoiza and in conjunction with third parties. This Agreement is incorporated by reference to the specific Rules of Participation which appear in connection with information about a particular activity. To the extent that any conflict exists between this Agreement and specific Rules of Participation, the Rules of Participation for the activity in which you choose to participate shall govern.
H. Errors or Delays in Transmission, and Limitations on Services
Qoiza DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THIS SITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE. Qoiza is not responsible for typographical errors or omissions relating to pricing, text, or other materials, including the accuracy of product images that are displayed on the Site and Mobile App. Furthermore, while Qoiza attempts to ensure your access and use of the site is safe, Qoiza cannot and does not represent or warrant that this site or its server(s) are free of viruses or other harmful components.
I. Termination of Service
Qoiza may terminate your access to the Services with or without cause at any time and effective immediately, at QoizaÕs sole discretion, including but not limited to your failure to conform with the terms and conditions of the Agreement. Qoiza shall not be liable to you or any third party for termination of use of the Services. Upon termination, your right to use the Services shall cease immediately. Sections B, E-O shall survive termination of this Agreement.
J. Disclaimer of Warranties
THE SITE AND THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES ASSOCIATED WITH IT ARE PROVIDED "AS IS." QOIZA, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, DISCLAIM ANY WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER RELATING TO THE WEB SITE AND ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES PROVIDED HEREIN, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. USE OF QOIZAÕS SERVICES IS AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
K. Limitation of Liability
IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE OR THE SERVICE, OR WITH ANY OF THE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE OR USE OF THE SERVICES. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, QOIZA ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR OTHER INJURY ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF QOIZAÕS SERVICES OR THE WEB SITE, OR WITH THE DELAY OR INABILITY TO USE THE WEB SITE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES OBTAINED THROUGH THE WEB SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE WEB SITE, WHETHER RESULTING IN WHOLE OR IN PART, FROM BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF QOIZA, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. QOIZAÕS AGGREGATE LIABILITY ARISING OUT OF THE TERMS OF THIS AGREEMENT WILL NOT EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNT YOU HAVE PAID US IN THE PAST TWELVE MONTHS.
L. Third Party Links
The appearance of external hyperlinks and/or ads generated by third parties does not constitute endorsement by Qoiza, its subsidiaries and affiliates of the opinions or views expressed by these third party websites and Qoiza does not verify, endorse, or take responsibility for the accuracy, currency, completeness or quality of the content contained at these sites. Furthermore, Qoiza is not responsible for the quality or delivery of the products or services offered, accessed, obtained by or advertised at such sites. As such, neither Qoiza nor its subsidiaries and affiliates will be responsible for any errors or omissions or for the results obtained from the use of such information contained in these sites. Finally, Qoiza will under no circumstances be liable for any direct, indirect, incidental or special loss or other damage, whether arising from negligence, breach of contract, defamation, infringement of copyright or other intellectual property rights, caused by the exhibition, distribution or exploitation of any information or content contained within these third party hyperlinked sites.
You agree to indemnify, defend and hold harmless, Qoiza, its affiliates, and their respective officers, directors, employees, agents, licensors, representatives from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of this agreement by you. Qoiza reserves the right to assume, at its sole expense, the exclusive defense and control of any matter subject to indemnification by you, in which event you will fully cooperate with Qoiza in asserting any available defenses.
Any controversy or claim arising out of or relating to this Agreement, Qoiza or the provision of the Services shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in King County, Washington, and judgment on the arbitration award may be entered in any court having jurisdiction thereof. Either you or Qoiza may seek any interim or preliminary relief from a court of competent jurisdiction in King County, Washington necessary to protect the rights or property of you or Qoiza (or its agents, suppliers, and subcontractors) pending the completion of arbitration.
If there is a dispute between participants on this site, or any third party, Qoiza is under no obligation to become involved. In the event that User has a dispute with one or more members, user hereby releases Qoiza, their officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and / or our service. If user is a California resident, user waives California Civil Code Section 1542, which says "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."
O. Governing Law and Jurisdiction
This Agreement and your use of the Site shall be governed by and construed in accordance with the laws of the United States and the State of Washington applicable to agreements made and to be entirely performed within the State of Washington (even if your use is outside of the State of Washington), without regard to its conflict of law provisions. You agree that with respect to any disputes or claims not subject to arbitration (as set forth above), any action at law or in equity arising out of or relating to the Site, the Services or these Site Terms or Service Terms shall be filed only in the state and federal courts located in King County, Washington and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts.
P. Statute of Limitations
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site, the Services or the Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect.
If any of the terms and conditions in this Agreement should be determined to be invalid, illegal or unenforceable for any reason by any court of competent jurisdiction then such term shall be enforced only to the extent it is enforceable and the remaining terms shall survive and remain in full force and effect and continue to be binding and enforceable.
This Agreement constitutes the entire agreement between you and Qoiza and governs your use of the Site and Services, superseding any prior agreements between you and Qoiza with respect to the use of the Site. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content or third-party software. The failure of Qoiza to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. The section titles in the Agreement are for convenience only and have no legal or contractual effect.