Terms of Service Agreement
Acceptance of Terms
The following are terms of a legal agreement between “you” or “your” and The Genesis Initiative and its affiliates and partners, hereafter collectively referred to as “Company” or “we”, “us” or “our”. By accepting, you acknowledge that you have read, understood, and agree to be bound by these terms and to comply with all applicable laws and regulations.
PLEASE READ CAREFULLY AND ACCEPT THE TERMS AND CONDITIONS OF THIS END USER LICENSE AGREEMENT BEFORE INSTALLING THE SOFTWARE. BY CLICKING THE "YES" BUTTON (OR ANY SIMILAR BUTTON WHICH INDICATE YOUR CONSENT TO THESE TERMS), YOU AGREE TO BE BOUND BY THESE TERMS. YOU WILL NOT BE ABLE TO INSTALL THE SOFTWARE UNTIL YOU HAVE ACCEPTED THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, PLEASE EXIT THE INSTALLATION PROCESS. FURTHERMORE, YOU HEREBY WAIVE ANY RIGHTS OR REQUIREMENTS UNDER ANY LAWS OR REGULATIONS IN ANY JURISDICTION WHICH MAY REQUIRE AN ORIGINAL (NON-ELECTRONIC) SIGNATURE OR DELIVERY OR RETENTION OF NON-ELECTRONIC RECORDS, TO THE EXTENT PERMITTED UNDER APPLICABLE MANDATORY LAW.
In order to participate, you must provide truthful, accurate and complete sign-up information. If any such information changes, You must immediately update Your account information. You represent that you are an individual who is at least 13 years old and that you are a U.S. citizen or reside in the United States or its territories.
In consideration of the mutual covenants and agreements contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound, agree as follows:
The Company may make available to you the Toolbar software (the “Toolbar”) to help remind you to shop at our participating online merchant partners. Your use of the Toolbar is voluntary and you may remove it from your computer any time via the ‘Add or Remove Programs’ Control Panel or directly from the Toolbar. You may also use the Toolbar to conduct internet searches and online shopping. Searches and purchases through the Toolbar may constitute an eligible transaction as defined below.
If you choose to install the Toolbar on your computer, you acknowledge and agree that the Company grants you a non-exclusive license to install and use the Toolbar solely for your personal use. We may modify the Toolbar software from time to time, and you hereby agree that we may automatically install such modifications to your computer without first asking for your approval. We are not obligated to support the Toolbar, and may at any time suspend or terminate your license and disable the Toolbar software installed on your computer.
The Toolbar communicates with the Company and may obtain certain information regarding your use of the Toolbar, including data on your purchases and internet browsing history. Our use of such information is governed by the Privacy Policy.
The Toolbar provided as part of this agreement is protected by law, including but not limited to, United States Copyright Law and international treaties. The Toolbar is offered to you, the User, conditioned on your acceptance without modification of the terms, conditions and notices contained herein. Your use of this Toolbar constitutes an implicit agreement to be bound by all of the terms of this Usage Agreement. You may not make unauthorized modifications, reverse engineer, disassemble, decompile, or attempt to derive source code of the Toolbar software.
The Company makes no representation that materials are appropriate or available for use in other locations, and access to them from territories where their contents are illegal is prohibited. Those who choose to access this Site from other locations do so on their own initiative and are responsible for compliance with applicable local laws. You represent that you are not a resident of, and agree that you may not download or otherwise export the Toolbar software into (or to a national or resident of) Cuba, Iran, Iraq, Libya, North Korea, Sudan, Syria, or any country to which the United States embargoes goods, or to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals.
License
We hereby grant to you a non-exclusive, non-transferable license (without the right to sublicense) for so long as you participate in the Service and adhere to these Terms, to access, participate in and use the services offered therein. You agree that you obtain no rights other than the rights and licenses expressly granted in these Terms. All rights to and in the Software (including all documentation, translations, enhancements, improvements or other modifications made to or derived from the Software), including, but not limited to, copyrights, patents, trademarks, source code, trade secret rights and any other applicable intellectual property right, shall belong to the Company and its partners and affiliates or to its licensors as may be applicable.
The license applies to versions of the Software that are offered on any supported Operating System and integrated in any compatible Internet Browsers including (but not limited to): Internet Explorer, FireFox, and other supported Internet Browsers.
Updates
From time to time we may revise or modify these terms and conditions by posting the revised terms and conditions through a link on our Site. While we will endeavor to provide notice to you of any changes of these terms and conditions, whether or not we provide notice to you, you will be bound by the revised terms and conditions for all subsequent uses of this Service after such modifications have been made. If you do not agree to any of the terms and conditions set forth herein, you may not use this Service.
Qualified Online Donations
Whenever you shop at one of our Participating Merchant sites, a percentage of your purchase will be donated to the Company. The percentage differs for each merchant. For a list of percentage donations, see our Merchant List. In order for your purchase to generate a donation, you simply type their website address of the store in browser as you normally would. The toolbar will recognize you as a Toolbar member and will attempt to make sure your qualified purchases generate donations. By accepting this End User License Agreement you are confirming that you agree to this service and would like to have your purchases at the participating online merchants generate donations with the toolbar.
In the case of certain online Qualifying Companies ("Online Affiliates"), the Online Affiliates have agreed to pay us certain affiliate or referral fees when Members purchase goods or services, or complete qualified internet searches from such Online Affiliates through our website and services. We agree to donate all or a portion of such affiliate or referral fee as a donation upon receipt of the associated affiliate or referral fee. No donation associated with any purchase from an Online Affiliate will be made until the associated affiliate or referral fee has been paid by such Online Affiliate to the Company. For your convenience, we may post pending donations from Online Affiliates to your Member account prior to the payment of the associated affiliate or referral fee to the Company. We reserve the right to reverse the posting of any donation in the event the applicable Online Affiliate does not timely pay to the Company the associated affiliate or referral fee. We reserves the right to change its offer with respect to the amount of the donation associated with any Online Affiliate at any time, but no such change will affect any Contributions earned prior to such change. We reserve the right to change any donation amount or terms if it is not a sustainable practice, which will be determined at the sole discretion of the Company.
Third Party Web Sites and Services
As previously outlined, our Service may provide links to third-party websites or services and may link you automatically to sponsors’ or third party’s websites or services. We provide such links solely for the convenience of our users. We do not review or endorse, and are not responsible for, any content, advertising, products, services or other materials on or available from such websites or services. You assume full responsibility for your use of third-party websites or services and agree that the Company is not an agent of any Online Affiliate Merchant and that Online Affiliate Merchants operate independently of, and are not under the control of, the Company with respect to the Service or otherwise. Accordingly, we do not represent or warrant, or give any assurances, that any Online Affiliate Merchant will provide a commission for any particular transaction even where such transaction would appear to qualify for such donation under either the Company’s, or Online Affiliate Merchant statements. We are not responsible for the failure of any Online Affiliate Merchant to pay Commissions in accordance with the terms of that Online Affiliate Merchant’s offer. Further, your participation in offers or promotions of, or correspondence with, any Online Affiliate Merchant is solely between you and that Online Affiliate Merchant. We do not assume any liability, obligation or responsibility for any part of any such correspondence, offer or promotion, including without limitation the withdrawal or modification of any such offer or promotion. Also, Online Affiliate Merchant assumes any liability, obligation or responsibility for our conduct with respect to the Service.
The sites displayed as search results or linked from the Company’s Toolbar Search Services are developed by third parties over whom the Company exercises no control. The search results that appear from the search engine partner's indices are indexed by the Company’s search engine partner's automated machinery and computers, and we cannot and do not screen the sites before including them in the indices from which such automated search results are gathered. A search using the Company’s Toolbar Search Services may produce search results and links to sites that some people find objectionable, inappropriate, or offensive. We cannot guarantee that a Toolbar search will not locate unintended or objectionable content and assume no responsibility for the content of any site included in any search results or otherwise linked to by the Company’s Services.
Prohibited Uses
You shall not, and shall not authorize or encourage any third party to directly or indirectly generate queries, impressions of or clicks on any Search Results, Links and/or Ad(s) through any automated, deceptive, fraudulent or other invalid means, including but not limited to through repeated manual clicks, the use of robots or other automated query tools and/or computer generated search requests, and/or the unauthorized use of other search engine optimization services and/or software, multiple searches in a row that do not result in a click, searches originating from a machine. We reserves the right to determine which searches are qualified.
You may not send automated queries of any sort to the Company’s Toolbar Search system. Note that "sending automated queries" includes, among other things:
(1) Using any software which sends queries to the Company’s Toolbar search to determine how a website or webpage "ranks" on the Company’s Toolbar search partner's search engines for various queries;
(2) "Meta-searching" the Company’s Toolbar search;
(3) Performing "offline" searches on the Company’s Toolbar search.
You understand that the economic basis of the Service is delivering real transactions, and/or real persons viewing real ads to advertisers. Any action by you that undermines that basis may disqualify you from future activity. You may be disqualified, at the sole discretion of the Company, if you attempt:
(1) to use the Service through any means other than through participating sign-up pages;
(2) to disrupt or circumvent the terms and conditions of this Agreement;
(3) register on behalf of another person;
(4) provide false or unverifiable information; or
(5) sign up multiple times. If any of the above or other attempts to defraud advertisers or the Company occur, we reserve the right to remedy any such action, disruption or circumvention in a manner, determined solely by us, that is fair and equitable to other members, advertisers, and partners, etc. The Company may not give notice in such an instance. All information posted and received is subject to final audit. Multiple toolbar installations per user are fine. However a user cannot install the toolbar on a computer without the owner's permission. OEM's are not allowed to pre-install the toolbar without prior written consent from the Company.
Disclaimer of Warranties
The Company disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, or operability or availability of information or material displayed as a result of participation in the Service. The Company disclaims any responsibility for the deletion, failure to store, misdelivery, or untimely delivery of any information or material. The Company also disclaims any responsibility for any harm resulting from downloading or accessing any information or material on the Internet through the Service.
THE COMPANY’S SERVICES, AND ALL MATERIALS, INFORMATION, PRODUCTS AND SERVICES INCLUDED THEREIN ARE PROVIDED "AS IS," WITH NO WARRANTIES WHATSOEVER. THE COMPANY AND ITS PARTNERS AND AFFILIATES EXPRESSLY DISCLAIM TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. THE COMPANY AND ITS PARTNERS AND AFFILIATES DISCLAIM ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE SERVICES. THE COMPANY AND ITS PARTNERS AND AFFILIATES DISCLAIM, ANY WARRANTIES FOR ANY INFORMATION OR ADVICE OBTAINED THROUGH THE SERVICES. THE COMPANY AND ITS PARTNERS AND AFFILIATES DISCLAIM ANY WARRANTIES FOR SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SERVICES OR RECEIVED THROUGH ANY LINKS PROVIDED BY THE SERVICES, AS WELL AS FOR ANY INFORMATION OR ADVICE RECEIVED THROUGH ANY LINKS PROVIDED IN THE SERVICES.
YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE USE OF THE SERVICES AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.
Limitation of Liability
UNDER NO CIRCUMSTANCES SHALL THE COMPANY AND ITS PARTNERS AND AFFILIATES BE LIABLE TO ANY USER ON ACCOUNT OF THAT USER'S USE OR MISUSE OF OR RELIANCE ON THE SERVICES. ARISING FROM ANY CLAIM RELATING TO THIS AGREEMENT OR THE SUBJECT MATTER HEREOF SUCH LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, (EVEN IF THE COMPANY AND ITS PARTNERS AND AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON THE SERVICES, FROM INABILITY TO USE THE SERVICES, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF THE SERVICES (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES). THIS LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SERVICES OR RECEIVED THROUGH ANY LINKS PROVIDED IN THE SERVICES, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED ON THE SERVICES OR RECEIVED THROUGH ANY LINKS PROVIDED IN THE SERVICES. THIS LIMITATION SHALL ALSO APPLY, WITHOUT LIMITATION, TO THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, OR LOST DATA. SUCH LIMITATION SHALL FURTHER APPLY WITH RESPECT TO THE PERFORMANCE OR NON-PERFORMANCE OF THE SERVICES OR ANY INFORMATION OR MERCHANDISE THAT APPEARS ON, OR IS LINKED OR RELATED IN ANY WAY TO, THE SERVICES. SUCH LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.
Without limiting the foregoing, under no circumstances shall the Company and its partners and affiliates be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning.
Indemnification
You agree to defend, indemnify and hold harmless the Company and its partners and affiliates, related parties, and its and their directors, officers, employees, agents, subcontractors and representatives for and against any and all claims, actions, demands, liabilities, losses, damages, penalties, interest, judgments, settlements, costs, and expenses (including reasonable attorney’s fees) that directly or indirectly arise out of or are based on:
1. any misrepresentation or breach of any representation, warranty, or covenant made by you in these Terms;
2. any conduct, or activity, error or omission by you, including in relation to your participation in or use of any service provided therein;
3. any violation by you of any law, regulation or rule, and/or;
4. any actual or alleged infringement by you of any Intellectual Property Rights or other rights of any person.
The Company may, at its election in its sole discretion, assume the exclusive defense and control of any matter otherwise subject to indemnification by you. The Company may participate in the defense of all claims as to which it does not assume defense and control, and you shall not settle any such claim without our prior written consent.
Intellectual Property Policy
It is our policy to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act. You may not use any name, trademark, service mark, domain name or other Intellectual Property Rights of any third party in connection with your participation in the Service in any way or for any purpose that infringes or violates any Intellectual Property Rights or other rights of such third party.
Term
These Terms shall continue in effect perpetually, unless terminated earlier pursuant to the provisions herein. You may terminate these Terms at any time by permanently deleting from your systems and/or destroying all copies of the Software in our possession. The Company may terminate these Terms and the license granted pursuant thereto if you breach any of these Terms. Upon termination of these Terms for any reason, you shall permanently delete and/or destroy all copies of the Software. All provisions of these Terms relating to, "DISCLAIMER OF WARRANTY”, LIMITATION OF LIABILITY", “INDEMNIFICATION”, and “MISCELLANEOUS”, shall survive the termination of these Terms.
Miscellaneous
Any claim relating to, and the use of, this Site and the materials contained herein is governed by the laws of the state of Utah, without giving effect to its conflict of laws provisions or your actual state or country of residence. If for any reason a court of competent jurisdiction finds any provision or portion of the Terms of Service to be unenforceable, the remainder of the Terms of Service will continue in full force and effect.
These Terms of Service constitute the entire agreement between the parties with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of the Terms of Service will be effective only if in writing and signed by the Company.
