terms of service

 

1.       ACKNOWLEDGMENT AND ACCEPTANCE OF TERMS OF SERVICE:

Luz Place Ventures LLC, a New York limited liability company d/b/a giftypants (herein referred to as “giftypants”), operates giftypants.com (the “Site”).  The services at the Site, including without limitation registering with the Site, creating giftees, creating gift reminders and/or clicking a link to purchase a gift on a referral website (the “Services”), are provided to you under these Terms of Service and you (a) acknowledge that you have read, understand, and expressly agree to be legally bound by these Terms of Service (including our privacy policy (“Privacy Policy“), (b) agree to follow these Terms of Service and all applicable laws and regulations governing our Site and Services, (c) represent and warrant that you are at least 18 years old, are a resident of the United States or lawfully consent to U.S. jurisdiction for all purposes on our Site as if a resident, and have the right, authority, and capacity to enter into these Terms of Service (either on behalf of yourself or the entity you represent if you are using this Site on behalf of an entity). If you do not agree with the foregoing, you are not authorized to use the Site or Services. The Terms of Service (including our Privacy Policy) comprise the entire agreement between you and giftypants supersedes all prior agreements between the parties regarding the subject matter contained herein. These Terms of Service shall supersede any subsequent terms or conditions included with any purchase order, to which notice of objection is hereby given, whether or not such terms or conditions are signed by giftypants.  Any offer by giftypants is conditioned on your acceptance of these Terms of Service.

 

2.       SERVICES VOID WHERE PROHIBITED:

Use of the Services is void where prohibited. By using the Services, you represent and warrant that you have the right, authority, and capacity to enter into this Agreement and to abide by all the Terms of Service of this Agreement.

 

3.       ACCOUNT:

You must register with giftypants if you want to create an account, create profiles of gift recipients, create and access your reminders, and view and edit your profile. In order to register with giftypants you must supply a valid email address, create a username, which will be used as a unique identifier for your account, and a password. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under the password. If you create an account, you represent and warrant that: (i) you will not select or utilize a username of another person with the intent to impersonate that person; (ii) you will not select or utilize a username in which another person has rights, if you do not have that person’s authorization to use such name; (iii) you will not select or utilize a username that giftypants in its sole discretion deems offensive; and (iv) you are not a competitor of giftypants, or agent thereof.

 

4.       CONTENT:

If you post any content on the giftypants site (“Content“), you grant to giftypants, and its successors and assigns, a non-exclusive, worldwide, royalty-free, perpetual, non-revocable license, in and to the Content, to distribute, display, modify, redistribute, sublicense and reproduce such Content to other users of the Services and to third parties with whom giftypants has a relationship. You also grant giftypants the right to authorize the downloading and printing in whole or in part of any Content that you post to the Services.

 

5.       SECURITY:

You are solely responsible for maintaining the confidentiality of your password and account, and for any and all activities that occur under your account. You may change your password or any other account information at any time by going to your “my account” page once you have logged in. You may also set up a new account at your convenience. You agree to notify giftypants immediately of any unauthorized use of your account or any other breach of security known to you. You must promptly inform giftypants of actual or apparent breaches of security, such as loss, theft, or authorized disclosure or use of a user account or password. Until giftypants is notified of a breach in security, you will remain liable for any unauthorized use of the Services through your account.

 

6.       NO RESALE OR COMMERCIAL USE, ABUSE OF THE SERVICE:

Your right to use the Services is personal to you. You agree not to resell or make any commercial use of the giftypants. You may not create bots or other computer generated automatic tools to abuse the Services in any manner. Use that constitutes abuse shall be determined by giftypants in its sole discretion. giftypants reserves the right to terminate your account if you have not applied to the Terms of Service.

 

7.       USER CONDUCT:

giftypants reserves the right, but does not assume the responsibility, to monitor or review your conduct on the giftypants Site. Your use of the Services is subject to all applicable local, state, national and international laws and regulations. In using the Services you agree not to:

  Use the Services for illegal purposes;

  Interfere or disrupt networks connected to the Services or violate the regulations, policies or procedures of such networks;

  Use the Services in connection with chain letters, junk mail, surveys, contests, pyramid schemes, or use any distribution lists including any person who has not given specific permission to be included in such a process (commercial or otherwise);

  Harvest or otherwise collect information about other users, including e-mail addresses, without their consent;

  Transmit through the Services any unlawful, harassing, defamatory, abusive, threatening, harmful, vulgar, obscene, sexually explicit, or otherwise objectionable material of any kind or nature;

  Invade another’s privacy or violate rights of publicity or intellectual property rights (including but not limited to copyright, trademark and patent rights) while using the Services;

  Transmit through the Services any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation;

  Interfere with another user’s use and enjoyment of the Services;

  Defame, abuse, harass, stalk, threaten or violate the legal rights (such as rights of privacy and publicity) of any other user;

  Create a false identity for the purpose of misleading others as to your identity or the origin of a message;

  Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity that is not a user of the Services any directory of giftypants’s users or usage information or any portion thereof other than in the context of your use of the Services as permitted under these Terms of Service;

  Transmit or upload any material that contains viruses, trojan horses, worms, time bombs, cancelbots, or any other harmful or deleterious programs;

  Attempt to gain unauthorized access to the Services, other accounts, computer systems or networks connected to the Services, through password mining or any other means; or

  Engage in any other conduct which, in giftypants’s sole discretion, is considered inappropriate, unauthorized or objectionable.

 

8.       INDEMNIFICATION:

You agree to indemnify and hold giftypants, any of its owners, subsidiaries, affiliates, officers, employees, agents, directors, successors and assigns harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Site or Services, the violation of these Terms of Service by you, the infringement by you (or other user of the Services using your account) of any intellectual property or other right of any person or entity or violation of any federal, state or local law or regulation.

 

9.       TERMINATION:

giftypants, in our sole discretion, may terminate the Services or your use of the Services at any time, for any reason, or no reason, including without limitation, if your conduct fails to conform to the terms and conditions of these Terms of Service.

 

10.       TRANSACTIONS WITH ORGANIZATIONS OR INDIVIDUALS:

giftypants shall not be liable for your interactions with any merchants, retailers and/or individuals found on or through the Services. This includes, but is not limited to, payment and delivery of goods and services, and any other terms, conditions, warranties or representations associated with such dealings. These dealings are solely between you and such merchants, retailers and/or individuals. giftypants is under no obligation to become involved in disputes between participants on the Services, or between participants on the Services and any third party.

 

11.       LINKS TO THIRD PARTY SITES:

Any websites that are accessible via links included within the Services that take you out of the Services are not under giftypants’s control and giftypants shall not be responsible for the content, products or services of any linked website. All such websites shall be subject to the policies and procedures of the owner of such websites. We encourage you to read those policies and know your rights under any web site you visit.

 

12.       VIOLATION OF TERMS BY OTHER USERS:

giftypants asks that you participate in ensuring that all users follow the terms of these Terms of Service by reporting any user reviews or other postings or messages that violate these terms. To report a violation of these Terms of Service, please email us at or click on the Report Abuse link under user reviews.

 

13.       DISCLAIMER OF WARRANTIES / LIMITATION OF LIABILITY:

Disclaimer of Warranties: YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE, SERVICES AND PRODUCTS PURCHASED IS AT YOUR SOLE RISK. THE SITE, SERVICES AND PRODUCTS PURCHASED ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. GIFTYPANTS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND. GIFTYPANTS MAKES NO WARRANTY THAT ITS SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT ITS SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. GIFTYPANTS MAKES NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICES OR THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED. YOU ACKNOWLEDGE THAT GIFTYPANTS DOES NOT CONTROL CONTENT, INFORMATION, PRODUCTS OR SERVICES OFFERED BY ADVERTISERS, THIRD PARTIES OR OTHER USERS ON OR THROUGH THE SERVICES, INCLUDING BUT NOT LIMITED TO INFORMATION, PRODUCTS, OR SERVICES PROVIDED BY LICENSE TO GIFTYPANTS FROM THIRD PARTIES OR CONTENT PROVIDED BY OTHER USERS. GIFTYPANTS ASSUMES NO RESPONSIBILITY FOR AND MAKES NO WARRANTY OR REPRESENTATION AS TO THE ACCURACY, CURRENCY, COMPLETENESS, RELIABILITY, USEFULNESS OR DECENCY OF CONTENT OR PRODUCTS DISTRIBUTED OR MADE AVAILABLE BY THIRD PARTIES (INCLUDING BUT NOT LIMITED TO ADVERTISERS AND USERS) THROUGH THE GIFTYPANTS SERVICES. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR ATTEMPT TO DOWNLOAD ANY MATERIAL FROM THE GIFTYPANTS SERVICES. GIFTYPANTS MAKES NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH ITS SERVICES OR ANY TRANSACTIONS ENTERED INTO THROUGH ITS SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM GIFTYPANTS OR THROUGH THE GIFTYPANTS SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES; THEREFORE SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. Limitation of Liability: YOU AGREE THAT, EXCEPT AS EXPLICITLY SET FORTH HEREIN, GIFTYPANTS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY OF THE FOLLOWING TYPES OF DAMAGES RELATED IN ANY WAY TO OUR RELATIONSHIP WITH YOU (INCLUDING OUR PRODUCTS, SERVICES, OR CONTENT) OR THIRD-PARTY MATERIALS OR WEB SITES: INDIRECT, EXEMPLARY, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, RELATED TO OUR PRODUCTS OR YOUR ACCESS TO, AND USE OF, OUR SITES OR ANY OTHER HYPER-LINKED THIRD PARTY WEB SITE, EVEN IF WE HAVE BEEN ADVISED OF, OR ARE AWARE OF.

 

14.       DISPUTE RESOLUTION:

Agreement to Arbitrate Disputes: BY ACCESSING OR USING THE SITE OR SERVICES YOU EXPRESSLY AGREE THAT ANY LEGAL CLAIM, DISPUTE OR OTHER CONTROVERSY BETWEEN YOU AND GIFTYPANTS ARISING OUT OF OR OTHERWISE RELATING IN ANY WAY TO THE SITE, SERVICES OR PRODUCTS, INCLUDING CONTROVERSIES RELATING TO THE APPLICABILITY, ENFORCEABILITY OR VALIDITY OF ANY PROVISION OF THESE TERMS OF SERVICES OR OUR PRIVACY POLICY AND PRACTICES (COLLECTIVELY “DISPUTES“), SHALL BE RESOLVED IN CONFIDENTIAL BINDING ARBITRATION CONDUCTED BEFORE ONE COMMERCIAL ARBITRATOR FROM THE AMERICAN ARBITRATION ASSOCIATION (“AAA“), RATHER THAN IN A COURT.

 

15.       GENERAL PROVISIONS:

If any provision of the Terms of Service is held to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect and the invalid, void, or unenforceable provision shall be deemed modified so that it is valid and enforceable to the maximum extent permitted by the law. Section titles in the Terms of Service are for convenience and do not define, limit, or extend any provision of the Terms of Service. As used herein, the term “including” means “including without limitation”. Our failure to enforce any right or provision shall not operate as a waiver of such right or provision. Neither party is the agent or partner of the other party. These Terms of Service may not be assigned by you without our prior written consent and any attempted assignment in violation of the foregoing shall be null and void. We may assign any of our rights under these Terms of Service without your prior written consent, to any third party. The terms of these Terms of Service shall be binding upon permitted assignees. giftypants may give notice to you by e-mail, a posting on the Site, or other reasonable means. You must give notice to giftypants in writing via e-mail or as otherwise expressly provided by giftypants.

 

16.       MODIFICATIONS TO THE SERVICE AND TO TERMS OF SERVICE:

giftypants reserves the right to modify or discontinue the Services without notice to you. giftypants shall not be liable to you if giftypants modifies or discontinues its Services. giftypants reserves the right to change these Terms of Service at any time, effective immediately upon posting on our Site. If you violate these Terms of Service, we may terminate your use of the Site, bar you from future use of the Site or Services, and/or take appropriate legal action against you.