TERMS & CONDITION
UTOR Technologies LLC provides UTORDeals.com and its products or services (which are referred to collectively as “UTOR”). You are bound by and subject to the following terms and conditions. When you use our Sites (defined below) and post or shop, or even just visit, you accept these conditions. Please read them carefully, because they contain important disclosures and information regarding our terms and conditions of use and sale, and other terms that may affect your legal rights. These Terms and Conditions apply to both merchants and venders who post offers on our Sites (the “Merchants”) and to other users who view those offers.
YOUR ACCEPTANCE OF THE TERMS
By using the Sites and/or Services, you agree to these Terms.
NOTE: IF YOU DO NOT AGREE TO THE TERMS, YOU MUST IMMEDIATELY STOP ACCESSING OR USING ANY AND ALL OF THE SITES AND/OR SERVICES. BY USING THE SITES AND/OR SERVICES, YOU HAVE ACCEPTED THE TERMS.
These Terms constitute a binding legal agreement (our “Agreement” or “Terms”) in electronic form between you (“you,” “your” and/or “yourself”) and UTOR Technologies LLC, and its successors, subsidiaries, affiliates and family of brands (“UTOR, “we,” “us” and/or “our”).
In some instances, both these Terms and amended and/or separate terms of service or guidelines which include additional terms and/or conditions, may apply to a service or product or a benefit offered via the Sites ("Additional Terms"). The Additional Terms are incorporated by reference into these Terms. Any specific conflict between these Terms and any Additional Terms are resolved in favor of the Additional Terms unless expressly stated to the contrary and/or unless otherwise prohibited by applicable law.
All communications between you and UTOR are electronic. By accessing our site, you have consented to receive communications from UTOR in electronic form and you agree that all terms and conditions, agreements, notices, disclosures and other communications that we provide to you electronically satisfy any and all legal requirements as if they were in writing. You agree that these communications may result in additional charges that you will be responsible for through data providers or otherwise.
CERTAIN CONDITIONS PLACED ON YOUR USE OF THE SITES AND SERVICES
Our permission for you to use the Sites and/or Services is conditioned upon your agreement that you:
Will comply with these Terms
Are able and have capacity to form a binding contract with us;
Are not prohibited by law from accessing our Sites and/or Services or have not previously been banned, terminated or otherwise denied access to our Sites and/or Services by us;
Are not acting on behalf of a person whose access to our Sites and/or Services has been previously terminated or otherwise denied by us;
Will not impersonate another user of the Sites and/or Services.
To use our Sites and/or Services, you may need to register with us by creating an account (an “Account”). Registration is required in order to obtain access to certain Services, and to utilize specific UTOR features.
If you choose to create an Account, you agree to provide only accurate, complete registration information, and you will keep that information up-to-date if it changes. When you register, you will obtain unique access and log-in credentials (a “User ID” together with passwords, and any other verification method we may use).
Access to the UTOR Sites and Services is not authorized by any other person or entity using your User ID and you are responsible for preventing such unauthorized use. Individuals and entities whose privilege to access the Sites or use the Services has previously been terminated by UTOR may not register for an Account, nor may you designate any of those individuals to use your Account on your behalf.
UTOR relies on User IDs to know whether users accessing the Site and using our Services are authorized to do so. If someone accesses our Sites or Services using a User ID that we have issued to you, we will rely on that User ID and will assume that access has been made by you. You are solely responsible for any and all access to the Sites or use of the Services by persons using your User ID, and for all obligations, costs and liabilities incurred by or through your User ID, whether or not by you.
Merchants using our Site will be agreeing to our then applicable pricing terms, which are subject to change at any time. Merchants can stay on UTOR as long as they comply with all requirements, including payment and content requirements. If a Merchant fails to timely make any payment, the Merchant will be delisted from UTOR until the Merchant is back in compliance.
If you believe your User ID is compromised in any way, please notify us immediately. If you become aware that your User ID is being used without authorization please notify us immediately. UTOR is not responsible or liable in any way for any unauthorized use, misuse or misappropriation of a User ID or account.
ACCESS TO THE SITES AND SERVICES
Subject to your compliance with the Terms, we grant you a limited license to access and make personal use of the Sites and/or Services. You are expressly prohibited from:
Any resale or commercial use of the Sites, the Services, the Contents and/or any of the other contents or materials found thereon;
Any collection and use of any product listings, descriptions, prices or any other information posted on the Site for any purpose other than your own personal use, including, without limitation, any purpose competitive to UTOR or any of the Merchants featured on the Site, or any commercial purpose, including marketing;
Any downloading or copying of Site or Account information for any reason other than your personal use, or any use of data mining, bots, spiders or robots or similar data search, data gathering and extraction tools;
Deep-linking to any portion of the Sites;
Framing or utilizing framing techniques to enclose any portion of the Sites without express written consent;
Using the Sites and/or the Services to access or collect any personally identifiable information, including account names, email addresses or other such information for any purpose, including, without limitation, commercial purposes;
Attempting to gain access to secured portions of the Sites and/or Services to which you do not possess access rights;
Using the Sites and/or Services to generate unsolicited email advertisements or spam; or
Using any automatic or manual process to search or harvest information from the Sites and/or Services, or interfering in any way with the proper functioning of the Sites and/or Services.
Any unauthorized use of the Sites, Services, Content and/or any other contents or materials found therein shall immediately terminate the permission or license granted by us in these Terms. For example, any copying or reproduction of Content without the consent of UTOR is unauthorized and prohibited.
You are granted a limited, revocable and nonexclusive right to create a hyperlink to the home page of UTORDeals.com so long as the link does not portray us or any of our products or services in a false, misleading, derogatory or otherwise offensive matter.
You may not use any of our logos, designs or other proprietary graphics or trademarks as part of the link without express written permission.
In addition to special offers and/or benefits through the Sites and Services, from time to time additional offers of products and services may be extended. We may set forth terms that are specific to those products or services at or through Merchant sites under similar terms and conditions as apply to our Sites and to our merchant’s sites.
OWNERSHIP OF THE SITES AND SERVICES
The Sites and/or Services (including past, present and future versions) and all content that is included in, on or that are otherwise is a part of the Sites and/or Services (collectively referred to as the "Content") are owned, controlled or licensed by UTOR Technologies LLC, its subsidiaries or affiliates.
All of the Content is copyrighted and subject to copyright protection under the United States copyright laws and/or similar laws of other jurisdictions. Without limitation, UTOR owns a copyright in the selection, coordination, arrangement and enhancement of the Content on the Sites and/or in the Services.
Trademarks and service marks, including, without limitation UTOR®, which appear on the Sites and/or in the Services, are the service marks and trademarks of UTOR or affiliated entities. Without UTOR’s prior written permission, you agree not to, and you will not, display or use, in any manner, any such marks or portions thereof, including, without limitation, any meta tags or any other "hidden text" utilizing our names or marks without our express written consent.
Regardless of whether any use is permitted, any goodwill associated with any use of such marks by you will inure exclusively to UTOR or their respective owners. The Content may not be copied, modified, reproduced, downloaded or distributed in any way, in whole or in part, without the express prior written permission of UTOR, unless and except as it is expressly provided in these Terms. Any unauthorized use of the Content is prohibited. You agree to abide by any and all additional trademark and copyright notices, information or restrictions contained in any part of the Sites and/or Services.
THIRD-PARTY LINKS AND CONTENTS
Our Sites and/or Services, and/or communications you receive from our Sites and/or Services may include third-party content or links to third-party websites that we do not control, maintain or endorse. Accessing those third-party sites requires you to leave the Sites and/or Services and accept any terms and conditions required by those sites.
We do not control those third-party sites or any of the content contained therein. You expressly acknowledge and agree that UTOR is in no way responsible or liable for any of those third-party sites or your use of them, including, without limitation, their content, policies, failures, handling of personal identifying information and/or payment information, promotions, products, services, actions and/or any damages, losses, failures or problems caused by, related to or arising from those third parties or their sites. Specifically, UTOR is not responsible or liable for:
Any false, incorrect, fraudulent or damaging content or information included in a Merchant’s or other third party’s offer on the Sites or Services, or on their sites or places of business;
Provisions regarding content or information within third party content on the Sites or Services that is not suitable for underage individuals (alcohol etc.).
Any expiration, cancellation or restrictions of a third party offer or services, or any missed offer or untimely exercise, or any rejection or refusal to accept an offer by a third party.
REGARDING ANY INFORMATION AND CONTENT SUBMITTED BY YOU
The Sites and Services may offer you the opportunity to post reviews, comments, photos, questions and other posted or uploaded content, as well as content, information and materials provided by Merchants (“User Content”).
You agree not to post any User Content on any of the Sites and/or Services that is illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights or otherwise injurious to third parties, or would otherwise violate any laws, standards or regulations of any jurisdiction.
You further agree not to post any User Content that contains software viruses, political campaigning, commercial solicitation, chain letters, mass mailings or any form of "spam." You may not use a false e-mail address, impersonate any person or entity or otherwise mislead as to the origin of User Content.
The following also constitute impermissible content and impermissible use of the Sites and/or Services, in the sole and complete judgment and discretion of UTOR:
When an offer posted on the Sites by a Merchant does not accurately or completely describe all of the terms, conditions and restrictions of the actual offer of the Merchant;
When an offer posted on the Sites by a Merchant does not offer any pricing or terms that are different from pricing and terms that are offered by the Merchant as standard terms in their retail store;
When the conduct of the Merchant with respect to the offer terms, conditions and restrictions, and with respect to the Merchant’s customers is unacceptable or below good industry standards and practices.
UTOR reserves the right (but not the obligation) to remove or edit such User Content. UTOR does not regularly review posted User Content. Any opinions, advice, ratings, feedback, discussions, comments and/or other User Content of any kind made by you or any user of the Sites and/or Services are those of the respective author(s) or distributor(s) and not of UTOR.
If you do post User Content or submit material, and unless we indicate otherwise, you grant UTOR a non-exclusive, royalty-free, perpetual, irrevocable and fully sub-licensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute and display such User Content throughout the world in any media.
You grant UTOR and any of our sublicensees the right to use the identifying information or name that you submit in connection with such User Content at our discretion. You represent and warrant that you own or otherwise control all of the rights to the User Content that you post, that the User Content is accurate, that use of the User Content you supply does not violate this policy and will not cause injury to any person or entity and that you will indemnify UTOR for all claims resulting from User Content you supply.
UTOR takes no responsibility and assumes no liability for any User Content posted by you or any third party.
CONTENT AND IDEA SUBMISSIONS
UTOR does not accept unsolicited submissions for business ideas, web sites, articles or other products or services. It is our intent to avoid the possibility of future misunderstandings when projects developed by or on behalf of UTOR (whether internally or by third parties) might seem to others to be similar to their own creative ideas or materials. Therefore, please do not make any such unsolicited submissions to UTOR through the Sites, by email, text message or otherwise. However, if you decide to make any such unsolicited submission, they shall be subject to these Terms and you hereby grant to UTOR the irrevocable right and license to the submission as if it were User Content as specifically set forth above.
TERMINATION OF YOUR AGREEMENT WITH UTOR
If you want to terminate your legal Agreement with UTOR, you may do so by:
Notifying UTOR at notifications@UTORdeals.com (from the CONTACT US page on the website) or
Closing your Accounts for all of the Services that you use.
UTOR may, at any time, terminate this Agreement with you if:
You have breached any provision of this Agreement or you do not comply with the Agreement;
UTOR is required by law to do so;
the merchant partner with whom UTOR has offered the Services to you has terminated its relationship with UTOR or ceased to offer the Services to you;
UTOR no longer provides Services in the country in which you reside; or
UTOR determines that the provision of Services to you is no longer commercially viable.
Notwithstanding anything contrary in these Terms, UTOR reserves the right to discontinue any product or service at any time and at its sole discretion.
Without limitation of any of the foregoing, UTOR may immediately terminate or suspend any User IDs, Accounts or passwords in the event of any conduct by you which UTOR, in its absolute, non-reviewable and sole discretion, considers to be unacceptable or in the event of any breach by you of this Agreement.
In the event of termination, you agree to immediately cease any and all access to our Sites and Services.
EXCLUSION OF WARRANTIES
WE PROVIDE THE SITES AND ALL SERVICES “AS IS,” “WITH ALL FAULTS” AND “AS AVAILABLE,” UNLESS OTHERWISE SPECIFIED.
We make no express or implied representations, warranties or guarantees of any kind about the Sites, Services, or any third-party products or services made available to you by us, unless specified in writing.
YOU HEREBY EXPRESSLY AND IRREVOCABLY AGREE THAT YOUR USE OF THIS SITE IS AT YOUR OWN RISK.
NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT UTOR’S WARRANTY OR LIABILITY FOR LOSSES THAT MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW, IF ANY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, UTOR AND OUR OFFICERS, DIRECTORS, AGENTS, VENDORS, AND MERCHANTS DISCLAIM IMPLIED WARRANTIES THAT THE SITE AND SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, TIMELY, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING.
WE DO NOT GUARANTEE THAT: (A) YOUR USE OF THE SITES AND/OR SERVICES WILL MEET YOUR REQUIREMENTS; (B) YOUR USE OF THE SITES AND/OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, AVAILABLE, AND FREE FROM ANY ERROR; (C) ANY PRODUCTS OR SERVICES OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SITES AND/OR SERVICES WILL BE RELIABLE; OR (D) ELECTRONIC COMMUNICATIONS SENT FROM UTOR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY A UTOR REPRESENTATIVE SHALL CREATE A WARRANTY.
LIMITATIONS OF LIABILITY
SUBJECT TO THE EXCLUSIONS OF WARRANTIES AND ARBITRATION PROVISIONS PROVIDED HEREIN, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS TO DISCONTINUE YOUR USE OF THE SITES AND SERVICES.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT UTOR, ITS AFFILIATES, OFFICERS, DIRECTORS, AGENTS, VENDORS OR MERCHANTS SHALL NOT BE LIABLE TO YOU FOR ANY OF THE FOLLOWING: (A) ANY CLAIMS EXCEEDING THE TOTAL AMOUNT OF FEES THAT YOU PAID US DURING THE PREVIOUS ONE-YEAR PERIOD FOR THE SPECIFIC PRODUCT AND/OR SERVICE AT ISSUE OR (B) ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF, INABILITY TO USE OR RELIANCE UPON THE SITES AND SERVICES. THESE EXCLUSIONS APPLY TO, BUT ARE NOT LIMITED TO, ANY CLAIMS FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF WE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.
IF ANY APPLICABLE JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTION, OUR LIABILITY, AND THE LIABILITY OF OUR AFFILIATES, OFFICERS, DIRECTORS, AGENTS, VENDORS AND MERCHANTS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
AS SET FORTH ABOVE, YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR INTERACTIONS WITH THIRD-PARTY MERCHANTS. SUBJECT TO THE EXCLUSIONS OF WARRANTIES, LIMITATIONS OF LIABILITY AND ARBITRATION PROVISIONS PROVIDED HEREIN, YOU AGREE TO RELEASE UTOR FROM ANY AND ALL CLAIMS OR LIABILITY RELATED TO ANY PRODUCT OR SERVICE OF A THIRD-PARTY MERCHANT AND ANY ACTION OR INACTION BY A THIRD-PARTY MERCHANT.
ARBITRATION OF DISPUTES GOVERNED BY ARBITRATION
By agreeing to the Terms, you agree that you are required to resolve any claim that you may have against UTOR on an individual basis in arbitration, as set forth herein. This will preclude you from bringing any class, collective, or representative action against UTOR, and also preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against UTOR by someone else.
This agreement and any arbitration shall be governed by the Federal Arbitration Act.
There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief (including injunctive and declaratory relief or statutory damages) as a court, and must follow the provisions of these Terms as a court would.
To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent. The arbitration will be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (AAA) under its rules, including the AAA’s Supplementary Procedures for Consumer-Related Disputes.
The AAA’s rules are available at http://www.adr.org or by calling the AAA at 1-800-778-7879. Payment of fees and costs will be governed by the AAA’s fee schedule for Consumer Arbitration Costs.
You and UTOR may be able to recover attorney’s fees in arbitration as you/we would in court if they are available under applicable law. For any claim that could otherwise be brought in small claims court, the arbitration shall be conducted solely based on written submissions and, if the arbitrator deems it appropriate, a telephonic hearing. If the claim exceeds what can be recovered in a small claims court, and the arbitrator deems a face-to-face hearing is appropriate, the hearing will be conducted in the county where you live or at another mutually agreed location that is convenient to you.
A decision by the arbitrator (including any finding of fact and/or conclusion of law) against either you or UTOR shall be confidential unless otherwise required to be disclosed by law or by any administrative body and may not be collaterally used by either you or us in existing or subsequent litigation or arbitration involving any other person or UTOR customer.
We both agree that you or we may bring suit in court to enjoin infringement, unauthorized access or trespass to computer networks or any other misuse, misappropriation or theft of intellectual property rights.
The arbitral tribunal shall have the power to rule on any challenge to its own jurisdiction or to the validity or enforceability of any portion of this agreement to arbitrate. If any part of this arbitration provision is held unenforceable, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the unenforceable provision were not contained. If, however, the class action waiver is found to be unenforceable, then the entire arbitration provision shall be null and void. If for any reason a claim proceeds in court rather than in arbitration we each waive any right to a jury trial and agree that we shall litigate exclusively in the courts located in Florida.
Contact information for UTOR’s Registered Agent for Disputes/Arbitration is listed in the records available at www.sunbiz.org:
INDEMNITY, RESERVATION OF RIGHT, RELEASE
You agree to defend, indemnify and hold harmless UTOR and its officers, directors, employees and agents from and against any and all claims, damages, obligations, losses, liabilities, costs or debt and expenses (including but not limited to reasonable attorney's fees) arising from: (i) your use of and access to UTOR; (ii) your violation of any term of these Terms or this Agreement; (iii) your violation of any third-party right, including, without limitation, any copyright, property or privacy right; or (iv) any claim that any User Content submitted by you causes damage to a third-party. This defense and indemnification obligation will survive the termination of this Agreement and your use of the Sites and/or Services.
UTOR reserves the right, but has no obligation, to monitor or take action regarding disputes that you may have with other users, customers or any Merchants. To the extent the law permits, you release us from any claims or liability related to any Content and/or User Content posted on the Sites and from any claims related to the conduct of any other customers of ours or any Merchants.
You agree to waive California Civil Code Section 1542 (if you are a California resident), and any similar provision in any other jurisdiction (if you are a resident of such jurisdiction), which states: "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."
By using our Services, you agree to these Terms and you further agree that any claim or dispute between you and UTOR that arises out of this Agreement shall be governed by the laws of Florida, without regard to conflict of law principles, except that the arbitration provisions contained herein shall be governed by the Federal Arbitration Act.
COPYRIGHT NOTICE-DIGITAL MILLENNIUM COPYRIGHT ACT
We respect the intellectual property of others, and we ask you to do the same.
If you are a copyright owner or an owner's agent and find any content on the Sites and/or Services that infringes upon your copyrights, you may submit a notification according to the Digital Millennium Copyright Act (“DMCA”). To do so, please provide our DMCA/Copyright Agent with the following information in writing: (i) A signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) Identification of the copyrighted work(s) claimed to have been infringed; (iii) Identification of the material that is claimed to be infringing and information reasonably sufficient to permit the service provider to locate the material; (iv) Your contact information, including an address, telephone number and, if available, an e-mail address; (v) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (vi) A statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. You acknowledge that if you fail to comply with all of the requirements of this Section, your DMCA notice may not be valid.
Contact information for UTOR ’s Copyright Agent for notice of claims of copyright infringement is as follows: Notifications@UTORDeals.com.
Copyright © 2019 UTOR Technologies, LLC. All Rights Reserved