Date of Last Revision: October 28, 2010
PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY. BY ACCESSING OR USING THIS WEBSITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS DESCRIBED HEREIN AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE THIS WEBSITE.
These terms and conditions of use ("Site Terms") apply exclusively to your access to, and use of, the Website of Zooppa.com, Inc. ("Zooppa"), located at www.zooppa.com (the "Site"), along with any other agreements, rules, policies and guidelines posted on the Site or otherwise provided to you by Zooppa. These Site Terms do not alter in any way the terms or conditions of any other agreement you may have with Zooppa, or its subsidiaries or affiliates, for products, services or otherwise. If you are using the Site on behalf of any entity, you represent and warrant that you are authorized to accept these Site Terms on such entity's behalf, and that such entity agrees to indemnify you and Zooppa for violations of these Site Terms.
Zooppa reserves the right to change or modify any of the terms and conditions contained in the Site Terms or any policy or guideline of the Site, at any time and in its sole discretion. Any changes or modification will be effective immediately upon posting of the revisions on the Site, and you waive any right you may have to receive specific notice of such changes or modifications. Your continued use of this Site following the posting of changes or modifications will confirm your acceptance of such changes or modifications. Therefore, you should frequently review the Site Terms and applicable policies from time-to-time to understand the terms and conditions that apply to your use of the Site. If you do not agree to the amended terms, you must stop using the Site.
You must be at least 14 years of age to (a) register and create an account on the Site, and (b) participate in any Zooppa.com contest offered on the Site ("Contest"). By completing the registration process for the Site, you represent and warrant that you are a resident of these areas and at least 14 years of age and have read, understand, have the legal capacity to, and hereby agree to be legally bound by these terms and conditions. If you are under the legal age of majority in your state or province of residence (a "Minor"), you will, by registering at Zooppa.com, represent that one of your parents or legal guardians has read, understood and agreed to be legally bound by these Site Terms, and that such agreement constitutes acceptance of these Site Terms on behalf of you and themselves.
If you have any question regarding the use of the Site, please refer first to the Frequently Asked Questions http://www.zooppa.com/corporate/faq. All other questions or comments about the Site or its contents should be directed to zooppa.usa@zooppa.com.
- Privacy Policy
Please refer to our Privacy Policy (http://www.zooppa.com/corporate/privacy) for information on how Zooppa collects, uses and discloses personally identifiable information from its users. - Copyright and Limited License
Unless otherwise indicated in the Site, the Site and all content and other materials on the Site, including, without limitation, the Zooppa logo, and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, the "Site Materials") are the proprietary property of Zooppa or its sponsors, licensors or users and are protected by U.S. and international copyright and/or other intellectual property laws.
You are granted a limited, non-sublicensable license to access and use the Site and electronically copy, (except where prohibited without a license) and print to hard copy, portions of the Site Materials for your informational, non-commercial and personal use only. Such license is subject to these Site Terms and does not include: (a) any resale or commercial use of the Site or the Site Materials therein; (b) the collection and use of any product listings, pictures or descriptions; (c) the distribution, public performance or public display of any Site Materials, (d) modifying or otherwise making any derivative uses of the Site and the Site Materials, or any portion thereof; (e) use of any data mining, robots or similar data gathering or extraction methods; (f) downloading (other than the page caching) of any portion of the Site, the Site Materials or any information contained therein, except as expressly permitted on the Site; or (g) any use of the Site or the Site Materials other than for its intended purpose. Any use of the Site or the Site Materials other than as specifically authorized herein, without the prior written permission of Zooppa, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Site Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time. - Repeat Infringer Policy
In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable law, Zooppa has adopted a policy of terminating, in appropriate circumstances and at Zooppa's sole discretion, subscribers or account holders who are deemed to be repeat infringers. Zooppa may also at its sole discretion limit access to the Site and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement. - Copyright Complaints
If you believe that anything on the Site infringes upon any copyright which you own or control, you may file a notification of such infringement with our Designated Agent as set forth below.
Name of Agent Designated to Receive Notification of Claimed Infringement: Josh Barnes
Full Address of Designated Agent to Which Notification Should be Sent: - Trademarks
ZOOPPA, ZOOPPA.COM, the Zooppa logos and any other product or service name or slogan contained in the Site are trademarks of Zooppa and its suppliers or licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of Zooppa or the applicable trademark holder. You may not use any metatags or any other "hidden text" utilizing "ZOOPPA" or any other name, trademark or product or service name of Zooppa without our prior written permission. In addition, the look and feel of the Site, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark, and/or trade dress of Zooppa and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and Zooppa names or logos mentioned in the Site are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us. - Hyperlinks
You are granted a limited, non-exclusive right to create a text hyperlink to the Site for noncommercial purposes, provided such link does not portray Zooppa or any of its products and services in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. You may not use a Zooppa logo or other proprietary graphic of Zooppa to link to this Site without the express written permission of Zooppa. Further, you may not use, frame or utilize framing techniques to enclose any Zooppa trademark, logo or other proprietary information, including the images found at the Site, the content of any text or the layout/design of any page or form contained on a page on the Site without Zooppa's express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or proprietary right of Zooppa or any third party.
Zooppa makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of third-party Websites accessible by hyperlink from the Site, or Websites linking to the Site. Such sites are not under the control of Zooppa and Zooppa is not responsible for the contents of any linked site or any link contained in a linked site, or any review, changes or updates to such sites. Zooppa provides these links to you only as a convenience, and the inclusion of any link does not imply affiliation, endorsement or adoption by Zooppa of any site or any information contained therein. When you leave the Site, you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site. - Third Party Content
Zooppa may provide third party content on the Site and may provide links to Web pages and content of third parties (collectively the "Third Party Content") as a service to those interested in this information. Zooppa does not monitor or have any control over any Third Party Content or third party Websites. Unless otherwise expressly stated by Zooppa, Zooppa does not endorse or adopt, and is not responsible or liable for, any Third Party Content. Zooppa does not make any representations or warranties of any kind regarding the Third Party Content, including, without limitation, any representations or warranties regarding its accuracy, completeness or noninfringement. Zooppa undertakes no responsibility to update or review any Third Party Content and Users use such Third Party Content contained therein at their own risk. - Advertisements and Promotions; Third-Party Products and Services
Zooppa may run advertisements from third parties on the Site (other than Contests) or may otherwise provide information about or links to third-party products or services on the Site. Your business dealings or correspondence with such third parties, and any terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. Zooppa is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such non-Zooppa advertisers or third party information on the Site. - Submissions and Submission Agreement
Contest Submissions. Eligible Site users who create an account and log into the Site may submit to the Site videos, print advertisements, radio advertisements, banner advertisements, scripts, concepts, ad copy, photographs, artwork or other materials or content ("Content") as part of their entry materials for a Contest (each, a "Contest Submission"). Contest Submissions may be reviewed and rated by the community of registered Site users, Zooppa, and companies participating with Zooppa in a Contest. In addition to these Site Terms, all Contest Submissions shall be subject to, and by submitting or posting any Contest Submission you hereby agree to the terms and conditions of, the Zooppa Contest Submission Agreement ("Submission Agreement"), the Zooppa Official Contest Rules which include and incorporate Contest Summaries and Briefs (collectively, the "Official Rules"), and the Zooppa Content Submission Rules for Contests http://www.zooppa.com/corporate/content_policy ("Submission Rules"), which are incorporated herein by this reference. You should read these documents carefully before making any Contest Submissions as they create and grant certain rights, obligations and restrictions regarding your Content Submission. See Section 11 below and the applicable Zooppa Contest Summaries http://www.zooppa.com/contests and Official Rules for more information regarding Contests.
Other Submissions. You acknowledge and agree that any information or materials other than Contest Submissions, including, but not limited to, questions, comments, suggestions, ideas, plans, notes, drawings, original or creative materials or information regarding the Site, Zooppa, the Contest Submissions or Zooppa's products or services, that are posted on the Site or otherwise provided by you in the form of e-mail or other submissions to Zooppa (together, the "Other Submissions"), are non-confidential as between you and Zooppa and shall become the sole property of Zooppa. Zooppa shall own, and you hereby assign to Zooppa, all right, title and Interest, including all intellectual property rights, in and to such Other Submissions and shall be entitled to the unrestricted use and dissemination of these Other Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you. You agree to execute any documentation required by Zooppa (in its sole discretion) to confirm such assignment to, and unrestricted use and dissemination by, Zooppa of such Other Submissions. - User Content and Interactive Services or Areas
The Site permits the submission, posting and transmission of Content on or through the Site including without limitation Contest Submissions and Other Submissions ("User Content"). You are solely responsible for the User Content you post, and you agree not to submit, post, upload to, transmit, distribute, store, create or otherwise publish through the Site any of the following: - User Content that is unlawful, libelous, defamatory, offensive, obscene, pornographic, indecent, vulgar, lewd, sexually explicit, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable.
- User Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law.
- User Content that describes, references, or otherwise communicates violent, dangerous, illegal, and/or criminal acts.
- User Content that describes, references, or otherwise communicates hate or discrimination concerning gender, sexual orientation, race, religion, or nationality.
- User Content that is copied from another Site user.
- User Content that is harmful to children in any way.
- User Content that is harmful to, or degrades the goodwill associated with the trademark(s) or name(s) of Zooppa, or any company participating with Zooppa in any Contest, or of any of such companys' products or services.
- User Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party.
- All User Content that does not have all necessary releases and permissions required to grant the licenses granted under the Submission Agreement, including without limitation valid name/likeness and/or model releases and property releases for User Content depicting recognizable people (living or dead) and private properties, and all written permission regarding all distinguishable trademarks other than trademarks provided by Zooppa or any company participating with Zooppa in any Contest.
- User Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity.
- Unsolicited promotions, political campaigning, advertising or solicitations.
- Private information of any third party, including without limitation addresses, phone numbers, e-mail addresses, Social Security numbers and credit card numbers.
- Viruses, corrupted data or other harmful, disruptive or destructive files.
- User Content that, in the sole judgment of Zooppa, is objectionable or which restricts or inhibits any other person from using or enjoying the Site, or participating in or enjoying any Contest, or which may expose Zooppa, its Site users, or any company participating with Zooppa in any Contest, to any harm or liability of any type.
- Contests
By submitting any Contest Submission, you acknowledge that you have read and agree to all of the terms, conditions and rules set forth in the Official Rules, Submission Agreement, and Submission Rules. Without limiting the foregoing, you understand and agree that as a condition of being awarded any prize, winners will be required to execute and deliver a signed affidavit of eligibility and acceptance of the Official Rules and related releases. Please see the Official Rules for more details. - Registration; Registration Data; Account Security; Prizes
Registration; Registration Data; Account Security. In order to participate in a Contest and potentially win a cash prize in a Contest (each, a "Prize"), you must be a Zooppa community member, have created an account, and meet all other criteria set forth in the Official Rules and applicable Contest Summary.
You agree to:- provide accurate, current and complete information about you as may be prompted by any registration forms on the Site ("Registration Data");
- maintain the security of your password and identification;
- maintain and promptly update the Registration Data, and any other information you provide to Zooppa, to keep it accurate, current and complete;
- accept all risks of unauthorized access to the Registration Data and any other information you provide to Zooppa. If you provide any Registration Data that is untrue, inaccurate, not current, or incomplete, Zooppa may suspend or terminate your account immediately. User accounts may not be merged under any circumstances.
Acquiring and Redeeming Prizes. Eligible Contest participants have the opportunity to compete for prizes, including money prizes (collectively, "Prizes"). See Zooppa's Official Rules and applicable Contest Summaries for more information about participating in Contests and winning Prizes. Contest Prize winners will be notified by email by the date specified in the Official Rules and applicable Contest Summary.
Taxes. It is the policy of Zooppa, in compliance with United States Internal Revenue Service regulations, to withhold taxes on contest prizes in the absence of a valid W-9 or W-8 (as applicable), thereby any payments will be made net of tax, as applicable. For US residents, it is the policy of Zooppa to send a Form 1099 to any person who wins a Prize in excess of $600 (USD) in any given year. However, you remain solely responsible for paying all federal and other taxes in accordance with the laws that apply in your state, province, and/or country of residence. You will be required to provide accurate information to receive your Prize. If you do not, Zooppa reserves the right to void any Prizes.
- Indemnification
You agree to defend, indemnify and hold harmless Zooppa, its parent companies, subsidiaries, affiliates, independent contractors, service providers and consultants, and their respective directors, employees and agents, from and against any claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys' fees) arising out of or related to any Contest Submission, Other Submission, and/or User Content you post, store or otherwise transmit on or through the Site, your use of the Interactive Areas, your use of and conduct on the Site, and/or your violation of the Site Terms, Submission Agreement, Submission Rules, Official Rules, and/or any other Zooppa terms, policies, or agreements concerning the Site and/or the Contests, including without limitation any actual or threatened suit, demand or claim made against Zooppa and/or its independent contractors, service providers, employees, directors or consultants, arising out of or relating to the User Content, your conduct, your violation of these Site Terms or your violation of the rights of any third party. - Disclaimer
EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN WRITING BY ZOOPPA, THE SITE, PRIZES, THE SITE MATERIALS CONTAINED THEREIN AND THE SERVICES PROVIDED ON OR IN CONNECTION THEREWITH (THE "SERVICES") ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. ZOOPPA DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE INFORMATION, CONTENT AND MATERIALS IN THE SITE. ZOOPPA DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THE SITE OR THE SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. ZOOPPA DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
ZOOPPA IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT OR PHOTOGRAPHY. WHILE ZOOPPA ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE SITE AND THE SERVICES SAFE, ZOOPPA CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD.
Zooppa reserves the right to change any and all content contained in the Site and any Services offered through the Site at any time without notice. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by Zooppa. - Limitation of Liability
IN NO EVENT SHALL ZOOPPA, ITS PARENT COMPANIES, SUBSIDIARIES, AND AFFILIATES AND THEIR RESPECTIVE DIRECTORS, MEMBERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE SITE, THE SERVICES, THE CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SITE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CASED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM ZOOPPA, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO ZOOPPA'S RECORDS, PROGRAMS OR SERVICES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ZOOPPA, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SITE EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO ZOOPPA FOR ACCESS TO OR USE OF THE SITE. - Applicable Law and Venue
These Site Terms and your use of the Site shall be governed by and construed in accordance with the laws of the State of Washington, applicable to agreements made and to be entirely performed within the State of Washington, without resort to its conflict of law provisions. You agree that any action at law or in equity arising out of or relating to these Site 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 over any suit, action or proceeding arising out of these Site Terms. - Termination
Notwithstanding any of these Site Terms, Zooppa reserves the right, without notice and in its sole discretion, to terminate your license to use the Site, and to block or prevent future your access to and use of the Site. - Severability
If any provision of these Site Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Site Terms and shall not affect the validity and enforceability of any remaining provisions. - Questions & Contact Information
Questions or comments about the Site may be directed to Zooppa at the e-mail address zooppa.usa@zooppa.com or by calling us at (206) 623-1587.
Seattle, WA 98104
Telephone Number of Designated Agent: (206) 866-0516
E-Mail Address of Designated Agent: zooppa.usa@zooppa.com
Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. Please note that the information provided in your notification, including any personal information contained therein, may be forwarded to the person who has provided the allegedly infringing content, and your sending us such notification constitutes your consent to share this information with the alleged infringer.
You should also note that if you make any material misrepresentation in your notification that the material or activity is infringing, you will be liable for all damages, including costs and attorneys' fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.
We may give notice of a claim of copyright infringement to our users by means of a general notice on the Site, electronic mail to a user's e-mail address in our records, or by written communication sent by first-class mail to a user's address in our records.
Any use of the Site in violation of the foregoing rules (the "User Content Rules") violates these Site Terms and may result in, among other things, termination or suspension of your rights to use the Site and participate in the Contests. You remain solely liable for all User Content you submit or post on the Site or through the Contests. Zooppa takes no responsibility and assumes no liability for any User Content posted, stored or uploaded by you or any third party, or for any loss or damage thereto, nor is Zooppa liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter. Your access and use of User Content and posting of Contest Submissions and/or Other Submissions is at your own risk. As a provider of interactive services, Zooppa is not liable for any statements, representations or User Content provided by its users on the Site. Although Zooppa does not routinely review User Content and has no obligation to review, screen, edit or monitor any of the User Content posted on the Site, Zooppa reserves the right, and has absolute discretion, to review, remove, reject, disable access to, screen or edit any User Content posted or stored on the Site at any time and for any reason without notice, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Site at your sole cost and expense. Zooppa reserves the right, in its sole discretion, to determine whether and what action to take in response to particular User Content, and any action or inaction in a particular instance shall not dictate or limit Zooppa’s response with respect to other User Content.
You represent and warrant that (a) you own and control all of the rights to the User Content that you post or you otherwise have all necessary rights to submit and post such User Content to the Site and grant the licenses granted herein and in the Submission Agreement; (b) the User Content is accurate and not misleading; and (c) use and posting of the User Content you supply does not violate these Site Terms, the Submission Rules, or any applicable laws, rules or regulations, and will not violate any rights of or cause injury to any person or entity.
You retain all ownership of and copyright in any Contest Submissions you post or submit to the Site. If you post User Content to the Site, unless we indicate otherwise, you hereby grant Zooppa and its affiliates a perpetual, irrevocable, worldwide, exclusive, license to publish, reproduce, display, perform, distribute, adapt, edit, modify, translate, create derivative works based upon, and otherwise use and sublicense such User Content throughout the world in any form or media. Without limiting the foregoing, this grant includes the right to make editorial revisions to the User Content, to use and publish the User Content in any manner and form, including electronic, on the Site or in other media, whether now or hereafter created; to use the User Content for internal business purposes; to reproduce and distribute the User Content for marketing and publicity purposes, and to sublicense the User Content to third parties for any reason. For Contest Submissions, this license may be subject to additional rights, restrictions, terms and conditions as set forth in the Submission Agreement, and in the event of any conflict between these Site Terms and the Submission Agreement, the Submission Agreement will control. You grant Zooppa and its affiliates and sub-licensees the right to use the name that you submit in connection with such content, to the extent that it is made publicly available on the Site.