Terms and Conditions of Use

These General Terms and Conditions of Use (“Terms”) are entered into by and between you and Spoiled Online, LLC, a Delaware limited liability company and/or its affiliates (“Spoiled Online”). By visiting and using any portion of the Spoiled Online website currently located at www.spoiledonline.com (the “Site”) and using any of the Services (defined below), you accept and agree to be bound by these Terms, which incorporate the Privacy Policy, all applicable laws and regulations, and other policies, as well as any modifications to them issued by Spoiled Online, from time to time. Please read these Terms carefully. If you do not want to be bound by these Terms or policies, do not use this Site.

Spoiled Online shall have the right at any time and without prior notice, at its sole discretion, to revise these Terms or to impose new terms and conditions with respect to access to or use of the Site and Services. Your continued use of this Site after the posting or revisions to these Terms will constitute acceptance of such revisions.

No modification to these Terms by any party other than Spoiled Online shall be valid and enforceable against Spoiled Online. The date of the last revision to these Terms shall be set forth at the end of this document.

THE SERVICES

The Spoiled Online Services consist of services offered from time to time by Spoiled Online, including without limitation the following: a service for users to share important dates and events (“Alerts and Events”), a service for users to spoil themselves by buying something special (“Go Shopping”), a service for single people looking for someone special to spoil (“Flirt Zone®”), and a service to buy a gift for someone special (“Spoil Someone”; together with Alerts and Events, Go Shopping, Spoil Someone and other services offered from time to time by Spoiled Online shall be collectively referred to herein as the “Services”). Spoiled Online may terminate, offer additional services or revise any of the Services at its sole discretion from time to time. These Terms shall apply to all services offered by Spoiled Online.

COMPLIANCE

You agree to comply with all applicable laws, statues, ordinances, and regulations regarding your use of the Services and your purchase of products or services on the Site. You must be at least eighteen (18) years of age to use the Site and Services. If you are under eighteen (18), you may not use the Site at this time. Check back frequently for updates! Spoiled Online reserves, at its sole discretion, the right to refuse Service, terminate accounts, remove or edit content, or cancel orders.

USE

Spoiled Online reserves the right to monitor and edit or remove any activity or content. Spoiled Online is not responsible for any content posted by you or any third party.

Use of the Site and Services shall be limited to your personal use only. As a user you acknowledge and agree that you:

  1. Shall create only one user account;
  2. Shall be responsible for restricting access to your computer and for maintaining the confidentiality of your user account and password;
  3. Shall accept responsibility for all activities that occur under your account and/or password;
  4. Shall not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of any content disseminated using the Site or Services;
  5. Shall not post any e-mail addresses, personal website address, other online profile you may have on a third party website, or other contact information on the Site or in any other communications you may have with other users;
  6. Shall not advertise or solicit any user to buy or sell any products or services through the Site or Services;
  7. Shall not transmit any chain letters, junk, or spam e-mail to other users;
  8. Shall not use any information obtained from the Services in order to contact, advertise, solicit, or sell to any user without their prior explicit consent; and
  9. Shall be solely responsible and liable for any loss or damage of any sort incurred as the result of the sharing of information supplied by you to third party vendors, advertisers, or sweepstakes sponsors and each of their affiliates (“Third Parties” or “Third Party)”) through the Services or the Site. Your dealings with, or participation in promotions, advertisements, or sweepstakes of any Third Party found on the Site or through the Services (including payment and delivery of related goods or services, any personal information or opt-in contact information voluntarily given to Third Parties, and any other terms, conditions, warranties or representations associated with such dealings) are solely between you and such Third Party.

SPOILED ONLINE SHALL HAVE NO LIABILITY TO YOU FOR ANY INCORRECT INFORMATION. SPOILED ONLINE HAS NO OBLIGATION TO VERIFY USER INFORMATION.

USER CONTENT

You shall be solely responsible for obtaining any rights necessary for you to post, send or upload to the Site information, photographs, opinions, advice, statements, offers, or other content (“User Content”). Spoiled Online makes no warranty as to the accuracy of User Content. Spoiled Online takes no responsibility and assumes no liability for any User Content posted by you or any third party. You grant Spoiled Online a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable 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 also grant Spoiled Online and its sublicensees the right to use the name that you submit in connection with such User Content. You represent and warrant that: (i) you own or otherwise control all of the rights to the User Content; (ii) the User Content does not violate these Terms; (iii) the User Content is not offensive or illegal; (iv) the User Content will not cause injury to any person or entity; and (v) you will indemnify Spoiled Online for all claims resulting from User Content supplied by you. Spoiled Online may monitor and edit or remove any User Content.

PRICING/ORDERS

All prices displayed in the Services are quoted in U.S. dollars. Spoiled Online reserves the right to restrict delivery to addresses within the United States and Canada. Prices on products and services offered through the Services may change without prior notice, and without any obligation to you. If the price of a product or service increases after you have placed an order, Spoiled Online shall, at its sole discretion may either (i) contact you for further instructions, or (ii) reject your order and issue a refund, if applicable.

Before Spoiled Online accepts your order, it may verify the shipping and billing information supplied by you. Spoiled Online reserves the right at any time after receipt of your order to accept or decline your order, or any portion thereof, even after your receipt of an order confirmation. Spoiled Online reserves the right to limit the order quantity on any item and to refuse service to any customer without prior notification.

RISK OF LOSS

The risk of loss and title for all products purchased by you and shipped by Spoiled Online pass to you upon Spoiled Online’s delivery to the carrier for shipment.

The risk of loss and title for all products purchased by you and shipped directly by one of Spoiled Online’s vendors pass from such vendor to you upon such vendor's delivery to the carrier for shipment.

RETURN POLICY

Spoiled Online wants you to be completely satisfied with your purchase. If for any reason you are not entirely pleased with a product you purchased through the Site, simply return it within seven (7) days of receipt for exchange or full refund of the purchase price. Refunds will be issued in the same method as the order was paid. For gifts, refunds will be credited directly to the purchaser. After seven (7) days, all returns, replacements, service, and support must be handled directly between you and the manufacturer, if applicable. See product packaging for the manufacturer's warranty and service information. Manufacturers' warranties may vary from product to product.

Spoiled Online attempts to be as accurate as possible. However, if a product offered is not as described, your sole remedy is to return it in unused condition. If you require special assistance with your return please email: returns@spoiledonline.com.

THIRD PARTY SITES

The Services and Site may include links to websites operated, owned, and controlled by Third Parties. Links to Third Party websites are provided as a convenience only, and you access them at your own risk. Spoiled Online is not responsible for the availability, content, security, policies, or practices of linked Third Party websites, including without limitation each of their privacy policies and practices. Spoiled Online is not responsible for content posted on any Third Party website, any link contained on a linked Third Party website, or any changes or updates to such website. Links to Third Party websites, including Spoiled Online vendors, do not constitute sponsorship, endorsement, or approval by Spoiled Online of the content, policies, or practices of such linked Third Party websites.

Your correspondence or business dealings with, or participation in promotions of any Third Party found on or through the Site or Services (including without limitation payment and delivery of related goods or services, any personal information or opt-in contact information voluntarily given to Third Parties and any other terms, conditions, warranties, or representations associated with such dealings) are solely between you and such Third Parties. You agree that Spoiled Online will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings, including the sharing by you of the information you supply to Spoiled Online with Third Parties, or as the result of the presence of such Third Party advertisers on the Site or through the Services. Please visit our Privacy Statement to learn more about how we use your information.

DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

EXCEPT AS OTHERWISE SET FORTH IN THESE TERMS, SPOILED ONLINE PROVIDES THE SITE AND SERVICES (INCLUDING ALL INFORMATION CONTAINED THEREIN) ON AN “AS IS” AND “AS AVAILABLE” BASIS WITH NO WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, OR ACCURACY. SPOILED ONLINE DISCLAIMS LIABILITY FOR, AND DOES NOT REPRESENT OR WARRANT THAT YOUR USE OF THE SITE OR SERVICES WILL BE SECURE, UNINTERRUPTED, AVAILABLE, OR FREE OF ERRORS OR OMISSIONS, THAT ANY DEFECTS IN THE SITE OR SERVICES WILL BE CORRECTED, OR THAT THE SERVICES OR ANY LINKED THIRD PARTY WEBSITE IS FREE OF COMPUTER VIRUSES OR OTHER HARMFUL COMPONENTS. SPOILED ONLINE MAKES NO WARRANTIES OR REPRESENTATIONS WHATSOEVER WITH RESPECT TO THE SERVICES OR SITE, OR ANY LINKED THIRD PARTY WEBSITE OR ITS CONTENT, INFORMATION, AND MATERIALS ON IT OR THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THAT CONTENT, INFORMATION, AND MATERIALS. Some states may not allow the exclusion of implied warranties, so some of the exclusions above may not apply.

UNDER NO CIRCUMSTANCES SHALL SPOILED ONLINE, ITS SUPPLIERS, ITS VENDORS, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, WHETHER IN CONTRACT OR IN TORT, INCLUDING NEGLIGENCE, ARISING IN ANY WAY OUT OF ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE OF THE SITE, ANY OF THE SERVICES OR ANY LINKED SITE OR ITS CONTENTS, INCLUDING WITHOUT LIMITATION LOST PROFITS, BUSINESS INTERRUPTION, OR LOSS OF PROGRAMS OR OTHER DATA ON COMPUTER SYSTEMS OR OTHERWISE, EVEN IF SPOILED ONLINE IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

DISCLAIMER AND LIMITATION OF LIABILITY AS TO PRODUCTS AND SERVICES.

ALL PRODUCTS AND SERVICES SOLD ARE SUBJECT TO ANY APPLICABLE WARRANTIES AND REPRESENTATIONS OF THEIR RESPECTIVE MANUFACTURERS. ACCORDINGLY, SPOILED ONLINE MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO ANY PRODUCT OR SERVICE SOLD. EXCEPT AS EXPRESSLY STATED HEREIN, SPOILED ONLINE EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND WITH RESPECT TO PRODUCTS AND SERVICES SOLD THROUGH THE SITE OR SERVICES, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Please note that some jurisdictions may not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you.

IN NO EVENT SHALL SPOILED ONLINE, ITS SUPPLIERS, ITS VENDORS, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES OR SITE. THIS INCLUDES ANY CLAIMS, LOSSES OR DAMAGES ARISING FROM THE CONDUCT OF USERS WHO HAVE REGISTERED UNDER FALSE PRETENSES OR WHO ATTEMPT TO DEFRAUD OR HARM YOU.

INDEMNIFICATION

You agree to defend, indemnify, and hold harmless Spoiled Online, its suppliers, vendors (including their affiliates and related entities), and each of their respective directors, officers, employees, and agents from and against all claims, losses, damages, liabilities, and costs (including without limitation reasonable attorneys' fees and court costs), arising out of or relating to (a) your breach of these Terms or your violation of any rights of any third party; (b) your use or inability to use the Services; (c) any posting to the Site made by you; and (d) your violation of any applicable laws, rules, or regulations. The foregoing indemnification obligation shall survive termination of these Terms and the operation of Services or Site or any product or service provided to you arising out of or relating to your use of Services or the Site.

REPORTING OF VIOLATIONS.

You will promptly report to Spoiled Online any violation of these Terms by others.

THIRD PARTY CONTENT.

Opinions, advice, statements, offers, or other information or content made available through the Services, but not directly by Spoiled Online, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. SPOILED ONLINE DOES NOT: (I) GUARANTEE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION PROVIDED ON THE SERVICES, OR (II) ADOPT, ENDORSE OR ACCEPT RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT MADE BY ANY PARTY OTHER THAN SPOILED ONLINE. UNDER NO CIRCUMSTANCES WILL SPOILED ONLINE BE RESPONSIBLE FOR ANY LOSS OR DAMAGE RESULTING FROM ANYONE’S RELIANCE ON INFORMATION OR OTHER CONTENT POSTED ON THE SERVICES, OR TRANSMITTED TO OR BY ANY USERS.

NOTICES

Any notices, requests, demands, and other communications hereunder shall be in writing and deemed to have been duly given upon receipt when mailed by certified mail or commercial overnight delivery service to the following address: Spoiled Online, LLC, 500 Office Center Drive, Suite 400, Ft. Washington, PA 19034.

NOTICE AND PROCEDURE FOR MAKING CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT

Spoiled Online respects the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement or your intellectual property rights have otherwise been violated, please provide the Spoiled Online copyright agent the written information specified below.

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;

A description of the copyrighted work or other intellectual property that you claim has been infringed upon;

A description of where the material that you claim is infringing is located on the Site, including the Spoiled Online item number or other identifying information, if applicable;

Your address, telephone number, and e-mail address;

A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright or other intellectual property owner, its agent, or the law;

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 other intellectual property owner or are authorized to act on behalf of the copyright or other intellectual property owner.

Spoiled Online's Copyright Agent for notice of claims of copyright or other intellectual property infringement on the Site can be reached as follows:

Attn: Copyright Agent
Spoiled Online Legal Department
500 Office Center Drive, Suite 400
Ft. Washington, PA 19034
E-mail: info@spoiledonline.com

MISCELLANEOUS

Access to or use of the Services shall not be construed as Spoiled Online's purposeful availment of the privilege or benefits of doing business in any state or legal jurisdiction other than the Commonwealth of Pennsylvania. This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to conflicts of law provisions. Additionally, any claims brought against Spoiled Online shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania. Sole and exclusive jurisdiction for any action or proceeding arising out of, or related to, this Agreement, use of the Services, or any orders placed or products or services purchased through any of them, shall be in the state or federal courts located in Philadelphia, Pennsylvania or the Philadelphia County Court of Common Pleas.

Spoiled Online shall not be liable for any nonperformance or delay in performance caused by any act beyond its reasonable control, including without limitation acts or omissions of third parties, unavailability of supplies, equipment failure, war, strikes, lock-outs, fire, flood, or any other act of God, any law, regulation, ordinance, or other act or order of any court, government, or governmental agency, or delays, unavailability, errors, or other failures of the Internet or other data networks.

These Terms together with the Privacy Policy constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to such subject matter. No waiver by Spoiled Online of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.

If any provision of these Terms is found by a proper authority to be unenforceable or invalid such enforceability or invalidity shall not render these Terms unenforceable or invalid as a whole and in such event, such provision shall be modified to the limited extent required so as to permit its enforcement in a manner most closely approximating the intention of the parties as expressed herein. The headings and captions in these Terms are intended for convenience only and shall in no way affect the interpretation of these Terms.

LAST UPDATED: December 7, 2010

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