Effective Date: 20 November 2017
Welcome to MySparkage.com, a website owned and operated by Sparkage, Inc. ("Sparkage"). Through this Website, Sparkage offers for sale its services, namely providing business profiles accessed through mobile applications created and published by Sparkage, and software-as-a-service infrastructure for customer engagement, digital loyalty, and other business features. ("Services").
Sparkage has adopted this Terms of Service ("Agreement") to govern its relationship with you and notify you of your rights and duties while using the Website and its Services.
THIS AGREEMENT IS A LEGALLY BINDING CONTRACT AND YOU HAVE A DUTY TO READ THIS AGREEMENT BEFORE USING SPARKAGE SERVICES. THROUGH YOUR ACCEPTANCE OF THIS AGREEMENT, YOU MANIFEST YOUR ASSENT TO THE TERMS AND CONDITIONS CONTAINED WITHIN THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU MUST IMMEDIATELY CEASE YOUR USE OF THE SERVICES. SPARKAGE RESERVES THE RIGHT TO MODIFY, AMEND, REPLACE, SUSPEND, OR TERMINATE THIS AGREEMENT AT ANY TIME AND WITHIN ITS SOLE DISCRETION.
In the event Sparkage modifies, amends, or replaces this Agreement, the Effective Date, located at the top of this page, will change. Your use of the Services after a change in the Effective Date constitutes your acceptance of any modification, amendment, or replacement to this Agreement.
To use Sparkage's Services, you must create an account ("Account"). You must be 13 years or older to use these Services and create an Account.
You warrant that you are of sound mind and competent to agree to the terms of this Agreement, and that your use of Services does not violate any law, regulation, ordinance, statute, or treaty that is applicable to individuals located in the jurisdiction in which you live (including but not limited to copyrights laws). You further warrant that you are not prohibited from entering into this Agreement by the terms of any preexisting agreement. If you are accessing these Services on behalf of a governmental organization, non-governmental organization, or business entity, you warrant that you are an authorized agent of said organization or entity and that you have the authority to bind said organization or entity to the terms of this Agreement.
To register an Account you will be required to provide information including but not limited to your full name and email address. You will also provide a password for your account. You are solely responsible for maintaining the security of your Account and password and agree to fully indemnify Sparkage in the event that you fail to comply with this requirement.
Prior to your use of Services, you hereby warrant that you have read, understood, and agree to the terms of service for all platforms onto which your business may be marketed, sold, or otherwise represented through the Services, including but not limited to:
Sparkage is the owner of all rights in, and to, the Services and their associated content and applications, including, but not limited to, copyright rights, trademark rights, patent rights, rights of publicity and privacy, trade secret rights, and any other property or proprietary rights. The Website is subject to copyright and other intellectual property rights under the law of the United States, foreign states, and international treaties, and Sparkage provides you with the right to use the Website on a limited basis. You are expressly prohibited from using the Website, or any contents therefrom, for any purposes not stated in this Agreement.
Sparkage hereby provides you with a limited, non-exclusive, non-assignable, non-sublicensable, revocable license to use the Website and all associated content and applications for its customary and intended purposes, namely managing customer data and posting content via the Services.
You are expressly prohibited from reproducing, preparing derivate works of, distributing, performing publically, displaying publically, scraping, framing, hacking, reverse engineering, crawling, or aggregating the Website or Services or their contents, whether in whole or in part, without Sparkage's prior written consent.
Upon your acceptance of this Agreement, continued adherence to this Agreement, and payment of any and all required payments, Sparkage will publish your profile in several mobile applications created by Sparkage, including but not limited to those outlined in paragraph one ("Online Marketplaces").
While Sparkage is providing you the Services, you will be providing Sparkage information including but not limited to content, pictures, videos, artwork, and logos. Once your Account is created and you have begun using the Services, you will continue to provide additional content, pictures, videos, artwork, and logos to update and otherwise use your Account. All information and content referred to above is considered "Client Materials."
You agree to provide sufficient Client Materials to allow Sparkage to provide the Services. You agree to allow Sparkage to make changes or alterations to the Client Materials solely for the purposes of providing the Services. You grant Sparkage a non-exclusive, limited, worldwide, royalty-free, sub-licensable, and revocable license to display, copy, reproduce, prepare derivate works of, distribute, perform publically, and otherwise distribute the Client Materials in connection with Sparkage's Services.
You agree not to provide any Client Materials that contain any sexually explicit material or is otherwise obscene, defamatory, discriminatory, invades anyone's privacy, or otherwise violates state or federal law or any term or condition of any Online Marketplace. You agree that you will not use the Services to violate any law, statute, ordinance, regulation, or treaty, to violate the rights of third parties (including but not limited to intellectual property rights), or for a use outside of the customary and intended purposes of the Service.
Sparkage reserves the right to remove any Client Materials or any other content from your Account in its sole and complete discretion.
While your Account is active and publicly accessible, it may provide for users to post content, pictures, videos, and other information to your Account ("User Generated Content"). You are solely responsible for that User Generated Content and agree Sparkage has no responsibility regarding monitoring, approving, reviewing, editing, deleting, or action in connection with User Generated Content, although Sparkage reserves the right to take such action in its sole and complete discretion.
Sparkage may provide you with the opportunity to develop a rewards program as part of the Services, including the ability to issue coupons. You agree Sparkage is not liable for any offers, coupons, points, or other loyalty program reward and shall not be held responsible for any claim, dispute, or litigation regarding any alleged rights to a loyalty program reward. You agree to be solely responsible for any such claims and agree to hold harmless, defend, and indemnify Sparkage from and against any and all claims, demands, judgments, liabilities, costs, and fees, including attorneys' fees, arising out of Sparkage's need to defend or respond to such a dispute. This provision expressly survives termination of this Agreement and remains effective even if your Account is suspended, terminated, or you are otherwise not using Sparkage's services.
You agree to hold harmless, defend, and indemnify Sparkage from and against any and all claims, demands, judgments, liabilities, costs, and fees, including attorneys' fees, arising out of or related to: (1) the violation of any term or condition of this Agreement; (2) the violation of the rights of third parties, including rights of privacy or publicity or intellectual property rights, including but not limited to any Client Materials or User Generated Content or any other images, names, or content which you provide Sparkage for use in development, or that is used inside the mobile software applications by your customers as content; (3) the violation of any law, statute, regulation, ordinance, or treaty, whether local, state, provincial, national, or international, and (4) a violation of any term or condition of any Online Marketplace in which the mobile applications are published, marketed, sold, or otherwise represented. Your obligation to defend Sparkage will not provide you with the ability or right to control Sparkage's defense, and Sparkage reserves the right to control its defense, including, but not limited to, the choice to litigate or settle and the choice of counsel.
You agree to pay the price as displayed on the Website or any promotional or special price as offered by Sparkage for Sparkage's Services or any applicable invoice or insertion order, subject to the terms and conditions as displayed on the Website, which are incorporated into this Agreement as if fully stated herein.
Payment is required through a service acceptable to Sparkage in its sole and absolute discretion. Any and all fees, taxes, or duties imposed are not contained in Service fees and shall be your sole responsibility.
No refunds will be granted in total.
If your Account becomes in arrears because of any failure to make a payment, and after a period of sixty (60) days, your Account remains in arrears, your Account may, at Sparkage's complete and sole discretion, be considered cancelled per section 10 in this Agreement.
This Agreement is effective as of the date you agree to its terms. If you continue to adhere to all terms of this Agreement, the term of this Agreement is continuing in nature unless and until it is terminated or replaced by a subsequent Agreement.
To cancel your Account, you must cancel through the Website before your next renewal date and prior to debiting of funds to Sparkage in order to avoid the next billing (each monthly or annual period). This is the only acceptable notice of cancelation and no other attempt to cancel will be recognized. Cancellation must occur prior to the upcoming automatic monthly or annual renewal. Notice of cancellation shall not entitle you to any refund of a partial payment (if your subscription is monthly and cancellation is sought mid-month) nor any refund of any prior payments. Upon cancellation all prior-accrued fees become due and owing in addition to all fees due and owing in the remaining term.
Further, cancellation will cause your Client Materials and Services to be frozen and unable to be edited and you will lose all administrative control and oversight over your Account and all associated content, including Client Materials. After cancellation or termination of the Agreement, your business will be removed from all mobile applications on all of the Online Marketplaces within fifteen (15) days.
Sparkage reserves the right to terminate this Agreement at any time for any reason in its sole and complete discretion.
SPARKAGE PROVIDES SERVICES ON AN "AS-IS" BASIS AND WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHATABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, TITLE, ACCURACY, OR NON-INFRINGMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES. IF YOU ARE LOCATED IN SUCH A JURISDICTION, YOU ARE ADVISED TO CONSULT WITH AN ATTORNEY TO UNDERSTAND YOUR RIGHTS UNDER THE LAW.
SPAKRAGE DOES NOT WARRANT THAT (1) THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS, (2) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (3) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (4) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (5) ANY ERRORS IN THE SERVICE WILL BE CORRECTED.
SPARKAGE WILL NOT BE HELD LIABLE TO YOU OR ANY OTHER PERSON FOR ANY CLAIMS, DAMAGES, JUDGMENTS, LIABILITIES, COSTS, CHARGES, OR FEES, INCLUDING ATTORNEYS' FEES, WHETHER IN TORT, CONTRACT, PERSONAL INJURY, OR STRICT LIABILITY, INCLUDING, BUT NOT LIMITED TO, INDIRECT DAMAGES, CONSEQUENTIAL DAMAGES, EXEMPLARY DAMAGES, INCIDENTAL DAMAGES, STATUTORY DAMAGES, SPECIAL DAMAGES, OR PUNITIVE DAMAGES, EVEN IF SPARKAGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SPARKAGE WILL NOT BE HELD LIABLE OR RESPONSIBLE FOR ANY CLIENT MATERIALS OR USER GENERATED CONTENT POSTED IN YOUR ACCOUNT OR ON YOUR APPLICATION, INCLUDING, BUT NOT LIMITED TO, THE CONTENT OF NOTIFICATIONS (PUSH AND SMS), PROJECTS, PRODUCTS, REWARDS, OR OFFERS. SPARKAGE RESERVES THE RIGHT TO DISCONTINUE THE SERVICES AT ANY TIME AND WITHOUT LIABILITY.
Technical support is exclusively available at http://help.sparkage.co or via email at email@example.com.
Sparkage may, but has no obligation to, remove any content and Accounts containing, in Sparkage's sole and complete discretion, unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene, or otherwise objectionable. The same ability applies to any content deemed to be in violation of the intellectual property rights of any third party. Sparkage may terminate its Service should it be deemed necessary to remove any content as outline above.
You acknowledge that Sparkage may use third party vendors and hosting partners to provide necessary components to the Service. You further acknowledge that technical processing and transmission of your content may be transferred to third parties unencrypted and involve transmissions over various networks and conform to technical requirements of connecting networks or devices.
You acknowledge and agree that you are prohibited from assigning your rights and obligations under this Agreement. Sparkage may assign its rights and obligations under this Agreement at any time, including but not limited to in a sale of Sparkage.
This Agreement shall be governed in all respects by the laws of the State of Idaho. You agree that any claim or dispute you may have against Sparkage must be resolved by a court located in Ada County, Idaho. You agree to submit to the personal jurisdiction of the courts located within Ada County, Idaho for the purpose of litigating all such claims or disputes.
If any provision of this Agreement is found to be invalid or unenforceable for any reason whatsoever, the remaining provisions will remain valid and unimpaired and will continue in full force and effect.
This Agreement constitutes the entire agreement between the parties with respect to the use of Services. There are no further understandings, agreements, or representations with respect to the subject matter of this Agreement. You acknowledge and agree that any additional provisions that may appear in any communication from you will not bind Sparkage.
You understand and agree that no term or provision of this Agreement will be deemed to have been waived and no breach will be deemed to have been consented to unless said waiver or consent is in writing and signed by the party to be charged.
SPARKAGE AND YOU BOTH AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES. FAILURE TO ASSERT SAID CAUSE OF ACTION WITHIN ONE YEAR WILL PERMANENTLY BAR ANY AND ALL RELIEF.
All rights not expressly granted herein are reserved to Sparkage.