User Agreement


Updated February 15, 2017

This User Agreement includes Terms of Use, which constitute an agreement between you and Splitzee (“Splitzee,” “we” or “us”), a Delaware corporation and the operator of splitzee.com (the “Site” and collectively the “Sites”) and the Splitzee mobile application (the “Application”). This agreement (the “Terms” or “Agreement”) governs your use of the Site and/or the Sites, the Application, the Merchant Splitzee Button Terms of Sale, which pertain to the sale and purchase of goods and services featured and transacted on this Site, and all services available on/through or in connection with the Site and/or Sites or Application (collectively, the “Services”).

BY USING THE SITE, APPLICATION AND/OR THE SERVICES, YOU SIGNIFY THAT YOU AGREE TO THE USER AGREEMENT AND THE TERMS OF USE (the “Terms” or “Agreement”), including that you consent to the information practices disclosed in our Privacy Policy, which is incorporated herein by reference, and that you consent to resolve in the Commonwealth of Massachusetts any dispute that you may have with us arising from or related to your use of the Site, the Application and/or Services. Please note that we offer the Site, the Application and the Services “AS IS” and “AS AVAILABLE,” without warranties.

1. Changes to the Terms
We may change these Terms at any time, as we reasonably deem appropriate. Upon any change in the Terms, we will post the amended agreement on the Site. Your continued use of the Site, the Application and/or the Services following such posting shall constitute your affirmative acknowledgement of the modification and agreement to abide and be bound by the Terms, as amended. If at any time you choose not to accept the Terms, including following such posting or notification of any modifications hereto, then you agree not to use the Site, the Application and/or the Services.

2. The Site, the Application and the Services
Splitzee helps you share payments and pay for things with people you know. On or through our Site and Application, you may be able to: (i) create a “Fund” for any purchase or payment for which you want friends and family contribute money; (ii) share your Fund with friends and family by inviting them to participate; (iii) receive contributions from friends or family to enable your purchase or payment; (iv) make monetary contributions to the Funds of family and friends; (v) pay third parties with the money you and your friends and family collect, and (vi) avail yourself of related Services. In these Terms, “Contributor” refers to a user making monetary contributions to the collection of another user, “Organizer” refers to the designated beneficiary or manager of such funds, and “Fund” refers to the organized campaign or effort to collect money for a designated purchase, purchases, payments, or purpose.


If you elect to link to Facebook as part of your use of the Site, in addition to the Terms, use of the Services is governed by the Facebook Principles and Policies (accessible at https://www.facebook.com/terms.php and expressly incorporated herein by reference). Please review these terms and conditions carefully before using any of the Services.

Splitzee also offers its software and technology as a service directly to merchants and other recipients (collectively the “Payees”), so they can organize shared payments and receive money for their products and services. By accepting this Agreement, you agree that Splitzee is acting solely as a facilitator of these transactions and has no obligation or responsibility to deliver the services or products determined by you and any Payee.

Splitzee may from time to time add new services to the Services, substitute a new service for one of the existing services, or discontinue or suspend one of the existing services. Information about the new services will be included on the Site, and the users of new services will be governed by these Terms. You agree that Splitzee will not be liable to you or any third party for any suspension or discontinuation of any portion of the Services.

3. Credentials and Personal Information

You will be required to create a username and password to serve as your credentials (“Credentials”) for accessing the Splitzee Services. You are responsible for keeping your Credentials confidential and for notifying us if your password has been hacked or stolen by emailing us at support@splitzee.com. In order to utilize certain of our Services, you may be required to provide us with access to limited portions of your Splitzee or Facebook account, including certain personal information. The Splitzee Privacy Policy explains the information practices that apply to this and other personal information we have about you, as well as any choices you can make about the ways this information is used. Please review it carefully. You represent and warrant to Splitzee that any personal information you provide to Splitzee will be true, complete and correct.

4. Your Responsibilities

You are responsible for all use of the Site, the Application and any of the Services in connection with your Credentials, including use by others to whom you have given your Credentials. You may use the Site, the Application and the Services for lawful, non-commercial purposes only. You may not use the Site, the Application or the Services in any manner that could damage, disable, overburden, or impair our servers or networks or those of Facebook, or interfere with any other party’s use and enjoyment of the Services. You may not attempt to gain unauthorized access to any of the Services, user accounts, or computer systems or networks, through hacking, password mining or any other means.

You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials (“content”), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such content originated. This means that you, and not Splitzee, are entirely responsible for all content that you upload, post, email or otherwise transmit via the Services. You agree to not use the Services to:

  1. upload, post, email or otherwise transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another‘s privacy, or hateful racially, ethnically or otherwise objectionable;
  2. “stalk” or otherwise harass another;
  3. harm minors in any way; impersonate any person or entity, including, but not limited to, a Splitzee employee or other representative, or falsely state or otherwise misrepresent your affiliation with a person or entity;
  4. forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Services;
  5. upload, post, email or otherwise transmit any content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
  6. download any file posted by another user of the Services that you know, or reasonably should know, cannot legally be distributed in such manner;
  7. upload, post, email or otherwise transmit any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights (“Rights”) of Splitzee or any other party;
  8. advertise or offer to sell or buy any goods or Services for any business purpose, unless such area specifically allows such messages;
  9. upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials or any other form of solicitation, except in those areas that are designated for such purpose, or upload, post, email or otherwise transmit any “junk mail, ” “spam, ” “chain letters” or “pyramid schemes”;
  10. upload, post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
  11. interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services;
  12. obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Services; or
  13. violate any code of conduct or other guidelines which may be applicable for any particular area of the Services; or intentionally or unintentionally violate any applicable local, state, national or international law, or any regulations having the force of law.

You understand that using the site in violation of these Terms may result in removal of offending content and/or termination of your membership. We may take any legal action and implement any technical remedies to prevent the violation of the foregoing and to enforce the Terms.

5. Contributing through Splitzee

You represent that if you contribute money to the site, you have made your own inquiry into the identity of the Organizer and are reasonably satisfied that the Organizer is not misrepresenting his or her identity or the gift, purpose, or service the Organizer has indicated. SPLITZEE IS NOT RESPONSIBLE FOR VERIFYING THE IDENTITY OF ANY INDIVIDUAL OR INDIVIDUALS WHO CREATE A FUND.

You understand and agree that you have no right to the money you legitimately contribute to an Organizer’s Fund. You also understand that Splitzee is not responsible for the Organizer’s ultimate use of the money collected by Splitzee once it is withdrawn. SPLITZEE IS NOT RESPONSIBLE FOR MONITORING THAT THE ORGANIZER ACTUALLY USES THE FUNDS COLLECTED THROUGH SPLITZEE.COM FOR THE PURPOSE STATED.

When your money is transferred to a Payee, you understand and agree that Splitzee is acting solely as a facilitator of the transaction and has no obligation or responsibility to deliver the services or products promised by the Payee. SPLITZEE IS NOT RESPONSIBLE FOR MONITORING THAT THE PAYEE ACTUALLY DELIVERS THE PRODUCTS AND SERVICES INDICATED.

6. Payee Services Terms of Sale

Splitzee provides software and technology that allows groups of people to contribute to a Fund created by a User (or Organizer) for a Payee’s product or service as presented on the Payee’s originating URL. The Organizer selects a particular product or service on the Payee’s website and uses the Splitzee technology and software made available on Payee’s website to create a Fund for the purchase of such product or service. The Organizer may then invite others to contribute to the Fund. When the Organizer withdraws money from their Fund, contributions can be aggregated and delivered to the Payee as instructed by the Organizer (or Users designated by the Organizer) whether or not the target amount has been achieved.

  1. Payment acceptance: When you contribute money towards a Payee Fund, you accept and confirm that you wish Splitzee to authorize and capture the total amount entered on the payment page to the credit card, PayPal account, or other payment service provided by you. You are responsible for all use and any purchases made with your account, whether or not you have authorized this use.
  2. Splitzee’s Right to Cancel: Splitzee reserves the right to cancel your Fund, for any reason, without limitation.
  3. Pending authorizations: Pending authorizations may remain on your credit card for a period of time even if a contribution is not accepted by Splitzee’s payment providers.
  4. No guarantee of purchase completion: Splitzee does not guarantee that the Fund will reach the total purchase price or goal.
  5. Merchant Policies: By using Splitzee to purchase a Payee’s product or service, you agree to the Payee’s policies as may be displayed on their website or other documents governing the transaction, including but not limited to policies regarding refunds, returns, exchanges, cancellations and reservations. You also agree to observe, comply and respect any of the Payee’s specified limitations as stated on the Payee’s originating URL. Splitzee will not waive or alter Payee’s conditions, policies or limitations for an individual Organizer, invitee, or contributor.
  6. Availability of Product or Service: Splitzee cannot hold or guarantee the availability of the item or service offered for sale on a Payee’s website. As a User, you must accept that the item or service that you are aiming to purchase may become unavailable while you are in the process of reaching the total cost. Splitzee bears no responsibility for notifying you that the item or service for which you are collecting money becomes or has become unavailable. It is your responsibility to monitor the availability of an item or service for which you are collecting.
  7. Unauthorized Use: In the event of unauthorized use of your account, you agree to notify Splitzee immediately upon discovery.
  8. Waiver of Liability: By purchasing a product or service on our site or a Payee’s website, you affirmatively accept that you will not hold Splitzee responsible or liable in any way for any loss or damages or other claims that may arise out of your purchase, including any event or claim that may occur at Payee’s place of business, on their premises, or during the use or redemption of any good or service purchased using Splitzee.
  9. Lost or Stolen Items: You will not hold Splitzee responsible in the case of lost or stolen items at Payee’s place of business, on their premises, or during the use or redemption of any good or service purchased using Splitzee.

  1. Links to Other Sites

The Site, the Application and all communications transmitted via the Services may feature advertisements or contain links to other websites (“Third Party Sites”). Any links to a Third Party Site are provided solely for your convenience. Splitzee does not endorse, sanction or verify the accuracy or ownership of the information contained in any advertisements, the content of any Third Party Site or any products or Services advertised on a Third Party Site. If you decide to click on a link to a Third Party Site or otherwise navigate to a Third Party Site, you do so at your own risk. Once you access a Third Party Site, you may no longer be protected by these Terms and may be subject to other terms and conditions of such Third Party Site. You should review the applicable terms and policies, including privacy and data gathering practices, of any Third Party Site to which you navigate. Concerns regarding a Third Party Site should be directed to the Third Party Site itself. Splitzee bears no responsibility for any action associated with any Third Party Site. Moreover, Splitzee does not imply an affiliation with any Third Party Site.

8. Content You Post or Transmit

As part of the Services, we may offer you the opportunity to upload, submit, post, publish, communicate, distribute or otherwise transmit text, images, hyperlinks and/or other content (“Posted Content”). By accepting or allowing you to submit Posted Content, Splitzee is not obligated to publish, display, transmit or otherwise make your Posted Content available to the public or any third party, and we reserve the right not to do so, in our sole discretion. We are not, however, responsible for any failure or delay in removing Posted Content. In addition:

  1. You may not post, submit, distribute, transmit or reproduce any Posted Content that infringes, misappropriates or violates the intellectual property, publicity, privacy or other proprietary rights of any third party;
  2. You may not provide any Posted Content that falsely expresses or implies that such Posted Content is sponsored or endorsed by Splitzee;
  3. You may not provide any Posted Content that harasses or advocates harassment of a third party, is threatening, obscene, defamatory, libelous or is otherwise unlawful or promotes or encourages illegal activity;
  4. You may not provide Posted Content as a means of transmitting unsolicited mass mailings or “spamming;” and
  5. Your Posted Content may not be pornographic, sexually explicit, or feature graphic nudity.

You understand and agree that Splitzee may delete any Posted Content that in our sole judgment violates these Terms or is otherwise offensive, illegal, or violates the rights of, harms or threatens the safety of a third party.

By submitting Posted Content, you agree to and hereby do grant, and you represent and warrant that you have the right to grant, Splitzee, its contractors and the other users of the Site and Services a non-exclusive, irrevocable, perpetual, royalty-free, fully sublicensable, fully paid up, worldwide license to use, copy, publicly perform, digitally perform, publicly display, and distribute such Posted Content and to adapt, edit, translate, prepare derivative works of or incorporate into other works, such Posted Content.

Splitzee reserves the right to investigate and take appropriate legal action, in its sole discretion, against anyone who violates these Terms, including without limitation, removing the offending Posted Content or communication from the Services and blocking access to the Services by such violators.

9. Copyright Dispute Policy

Splitzee has adopted the following policy toward copyright infringement in accordance with the Digital Millennium Copyright Act (the “DMCA”).

We will: (i) block access to or remove content and material from the Site and/or the Application which we believe, in good faith, to infringe the copyright of a third party; and (ii) deactivate the accounts of and/or discontinue Services to users who repeatedly infringe on others’ copyrights on or through the Site and/or Application.

If you believe that material or content residing on the Site or accessible via the Application infringes a copyright, please send a notice of copyright infringement containing the following information to our Designated Agent at the address listed below:

A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;

Identification of works or materials allegedly being infringed;

Identification of the material that is claimed to be infringing, including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that Splitzee is capable of finding and verifying its existence;

Your contact information, including mailing address, telephone number and, if available, email address;

A statement that you have a good faith belief the material is not authorized by the copyright owner, its agent, or the law; and

A statement made under penalty of perjury that the information provided is accurate and you are authorized to make the complaint on behalf of the copyright owner.

Splitzee’s Designated Agent for Notification of Claimed Infringement may be reached at the following address: support@splitzee.com or by phone at (855) 446-5262.

10. Our Intellectual Property

Except for your Posted Content and the Posted Content of other users, all of the content available on or through the Site and Application, including without limitation, text, photographs, graphics and audiovisual content, is owned by us and our licensors and is protected, as applicable, by copyright, trademark, patent, and trade secret laws, other proprietary rights, and international treaties. You acknowledge that the Site and the Application and any underlying technology or software used in connection with the Services contain Splitzee’s proprietary information. We give you permission to use the aforementioned content for personal, non-commercial purposes only and do not transfer any intellectual property rights to you by virtue of permitting you to access the Site or use the Application. You may print, download, and store information from the Site or Application for your own convenience, but you may not copy, distribute, republish (except as permitted in this paragraph), sell, or exploit any of the content, in whole or in part, for any commercial gain or purpose whatsoever except as expressly provided herein. Except as is expressly provided herein, Splitzee does not grant you any express or implied rights, and all rights in the Site and Application not expressly granted to you by Splitzee, are retained by Splitzee.

11. Purchases, Fees, Payment and Fund Withdrawal Policies

The contribution of money towards any Funds shall constitute our sale and the Organizer’s purchase (a “Purchase”) of the Splitzee Services; in connection with all Purchases you elect to make on/through the Site or Application, payment is due and payable to Splitzee immediately upon sale. Payment for all Splitzee Purchases is processed by or through third party payment processing services with which we contract (including but not limited to Authorize.Net and PayPal, collectively known as “Payment Partners”), and in addition to these Terms, all Splitzee Purchases are subject to each Payment Partner’s terms and conditions. In accordance therewith, immediately upon Purchase, you authorize Splitzee’s Payment Partner to debit your designated account for the total cost of the Purchase, inclusive of Transaction Fees (as defined below) on Splitzee’s behalf, and you agree to be responsible for payment in full for all such charges. All orders are subject to a services fee (the “Service Fee”), which shall be automatically deducted from all contributions and retained by Splitzee. In addition, any Payment Partner may charge an additional processing fee (the “Payment Partner Processing Fee”). In addition, each Organizer may be charged a fee upon withdrawal of any money (“Withdrawal Fee”). Under no circumstances whatsoever shall we provide, and you are not entitled to, a refund of any Service Fees, Payment Partner Processing Fees, Withdrawal Fees or any portions thereof (collectively, “Fees”). The applicable Fees are disclosed on our website and in our FAQ, may change from time to time, and may vary on a fund-by-fund or User-by-User basis. Applicable sales and/or use tax, if any, will be charged on all Purchases by residents of the Commonwealth of Massachusetts. We reserve the right to modify our payment methods at any time. You warrant and represent that all payment and billing information you provide to Splitzee and/or its Payment Partners is and will be true, accurate and complete. All Purchases are subject to payment verification.

In connection with your Purchases, the total amount that you elect to contribute, minus applicable Fees, shall be available for withdrawal by the Organizer of the Fund and/or Users they designate no less than forty-eight (48) hours following the time of Purchase and at any time thereafter, subject to applicable laws governing unclaimed property. Splitzee shall notify the Organizer each time additional money becomes available for withdrawal by said Organizer and shall provide the Organizer with withdrawal instructions and options.

  1. Verification. You agree that Splitzee may use any legitimate means to verify your identity and the identity of any Contributors to your Fund.
  2. Penalties for unauthorized use of credit card or other payment data. You agree not to use any credit card or payment data to contribute to any Fund on Splitzee without the consent of the owner of that credit card or payment data. Should you engage in such unauthorized use, you acknowledge and give Splitzee the right to unilaterally and without notice recover from you any money transferred by such transactions, including any fees or expenses incurred by Splitzee to recover such money, plus a penalty up to the full amount of the unauthorized transaction at Splitzee’s sole discretion. You authorize Splitzee to use any lawful means necessary to recover these funds, fees, and penalties, including but not limited to withdrawing funds directly from your bank account, charging a credit card legitimately owned by you, reporting to and collaborating with any financial institution with which you have a business relationship, filing lawsuits in any jurisdiction in which you reside or do business, and reporting your actions to law enforcement authorities.
  3. Penalties for withdrawal of unauthorized funds. You agree not to request or receive funds collected by Splitzee in good faith but not approved by the authorized owner of such payment data. Splitzee reserves the right to withhold any funds it suspects to have been illegally transferred until it can verify the consent of the authorized owner of such payment data. Whether or not you were aware of the unauthorized nature of the funds at the time of the transaction, should Splitzee transfer such funds to you for any reason, you agree to return such funds to Splitzee and cover any penalties or fees incurred by Splitzee as a result of the transaction. You also acknowledge and give Splitzee the right to unilaterally and without notice recover any funds transferred to you, including any fees or expenses incurred by Splitzee to recover such funds, plus a penalty up to the full amount of the unauthorized transaction. You authorize Splitzee to use any lawful means necessary to recover these funds, fees, and penalties, including but not limited to withdrawing funds directly from your bank account, charging a credit card legitimately owned by you, reporting to and collaborating with any financial institution with which you have a business relationship, filing lawsuits in any jurisdiction in which you reside or do business, and reporting your actions to law enforcement authorities.
  4. Penalties for unclaimed balances. You agree to request or receive funds collected by Splitzee within 90 days of the most recent Contribution to a Fund. Splitzee may impose fees on balances left unclaimed. The terms and amounts of such fees may change at Splitzee’s sole discretion and will be posted on its website and in FAQs. Splitzee agrees to use reasonable efforts to contact you about your Fund using the contact information you provide.
  5. Fee Collection. If you elect to purchase a service or product from Splitzee that carries with it a one-time or recurring Fee, you agree that Splitzee has the right to deduct that Fee from any positive Fund balance associated with your Account. If sufficient balance does not exist on your Funds, you authorize Splitzee to attempt to bill your credit card, PayPal or other payment account (collectively ‘Payment Accounts’) for the Fee. If Splitzee is unable to successfully debit a fund balance or one of your Payment Accounts, Splitzee has the right to suspend services and use any legitimate means to collect the unpaid portion of said Fee. You have the right to cancel any service under the cancellation conditions of said service as posted on the Splitzee website and FAQs. Cancellation terms and conditions are subject to change at Splitzee’s sole discretion at any time.
  6. You understand that Splitzee acts merely as a custodian for purchases and acknowledge that Splitzee is not a bank and that no debtor-creditor relationship is established by the contribution of funds. You agree that neither the Contributor nor the Organizer will receive any interest or dividends received on Splitzee Purchases. Your use of the Services affirms that you irrevocably transfer and assign to Splitzee any ownership right in any interest earned on funds.

 

12. Disclaimer of Warranties

WE PROVIDE THE SITE, THEN APPLICATION AND THE SERVICES “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE.” WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR GUARANTEES ABOUT THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL SUCH WARRANTIES, INCLUDING ALL STATUTORY WARRANTIES, WITH RESPECT TO THE SERVICES AND THE SITE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES THAT THE SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. WE DO NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, RELIABLE OR ACCURATE OR WILL MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT TIMES OR LOCATIONS OF YOUR CHOOSING. WE ARE NOT RESPONSIBLE FOR THE ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF INFORMATION PROVIDED BY USERS OF THE SERVICES OR ANY OTHER DATA OR INFORMATION PROVIDED OR RECEIVED THROUGH THE SITE OR THE APPLICATION. EXCEPT AS EXPRESSLY SET FORTH HEREIN, SPLITZEE MAKES NO WARRANTIES ABOUT THE INFORMATION SYSTEMS, SOFTWARE AND FUNCTIONS MADE ACCESSIBLE BY OR THROUGH THE SITE OR ANY SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION. SPLITZEE DOES NOT WARRANT THAT THE SITE OR THE SERVICES WILL OPERATE ERROR-FREE, THAT LOSS OF DATA WILL NOT OCCUR, OR THAT THE SERVICES, THE SITE OR THE APPLICATION ARE FREE OF COMPUTER VIRUSES, CONTAMINANTS OR OTHER HARMFUL ITEMS.

13. Liability Limitations

YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS THE CANCELLATION OF YOUR REGISTRATION. IN NO EVENT SHALL OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF YOUR USE OF THE SERVICES OR THE SITE, REGARDLESS OF THE FORM OF ACTION, EXCEED THE TOTAL AMOUNT OF SERVICES FEES, IF ANY, THAT YOU PAID TO UTILIZE THE SERVICES. IN NO EVENT SHALL WE BE LIABLE TO YOU (OR TO ANY THIRD PARTY CLAIMING UNDER OR THROUGH YOU) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF, OR INABILITY TO USE, THE SITE, THE APPLICATION AND/OR THE SERVICES. THESE EXCLUSIONS APPLY 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. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE YOUR RIGHTS WITH RESPECT TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS “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.”

14. Termination
We may terminate and/or suspend your registration and/or access immediately, without notice, if there has been a violation of the Terms, Privacy Policy or any other policy or terms posted on the Site, by you or by someone using your Credentials. Splitzee shall not be liable to you or any third party for any termination of your access to the Site and/or the Application. You may terminate our access to your Facebook account at any time by logging in to your Facebook account and updating your application permission settings. You may contact Splitzee to request we delete your information at any time by contacting us at: support@splitzee.com. Sections 9-18 shall survive any termination or expiration of the Terms.

15. Indemnification

Upon a request by us, you agree to defend, indemnify, and hold harmless Splitzee, our employees, contractors, officers, directors, stockholders, agents, affiliated companies, and suppliers, from all liabilities, claims, demands and expenses, including attorney’s fees, made by any third party that arise from or are related to (a) your access to the Site, the Application or the Services, (b) your use of the Site, the Application or the Services, or (c) the violation of the Terms by you or any third party using your Credentials of any intellectual property or other right of any person or entity. The foregoing indemnification obligation does not apply to liabilities, claims and expenses arising as a result of our own gross negligence or intentional misconduct.

16. Electronic Contracting and Notice
Your affirmative act of using the Site, the Application or any of the Services constitutes your electronic signature to the Terms and your consent to enter into agreements with us electronically.

17. Entire Agreement
The Terms and any supplemental terms, policies, rules and guidelines posted on the Site, including the Privacy Policy constitute the entire agreement between you and us and supersede all previous written or oral agreements. If any part of the Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The failure of Splitzee to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

18. Choice of Law and Dispute Resolution

This agreement shall be deemed to have been entered into and shall be construed and enforced in accordance with the laws of the Commonwealth of Massachusetts as applied to contracts made and to be performed entirely within Massachusetts, without giving effect to the Commonwealth’s conflicts of law statute. Any controversy, dispute or claim arising out of or related to the Terms, your use of the Site, the Application or any of the Services shall be settled by final and binding arbitration to be conducted by an arbitration tribunal in Suffolk County in the Commonwealth of Massachusetts pursuant to the rules of the American Arbitration Association. The arbitration tribunal shall consist of one arbitrator. The decision or award of the arbitrator shall be final, and judgment upon such decision or award may be entered in any competent court or application may be made to any competent court for judicial acceptance of such decision or award and an order of enforcement. The parties agree that the arbitrator shall have the authority to impose equitable and injunctive relief as well as to award monetary relief, as the arbitrator deems appropriate.

19. Assignment

We may assign this agreement at any time to any parent, subsidiary or any affiliated company or as part of the sale to, merger with or other transfer of Splitzee to another entity. You may not assign, transfer or sublicense the Terms to anyone else and any attempt to do so shall be null and void.

20. Eligibility

You must be 18 years of age or older, or the legal age to form a binding contract in your jurisdiction if that age is greater than 18 years of age, to use the Site, the Application and Services. If you are under the age of 18 or the applicable legal age in your jurisdiction, you can use the Site, the Application or Services only in conjunction with, and under the supervision of, your parent or guardian who has agreed to the Terms. If you do not qualify under these terms, do not use the Site, the Application or Services. Use of the Services is void where prohibited by applicable law, and the right to use the Services is revoked in such jurisdictions. By using the Services, you represent and warrant that you have the right, authority, and capacity to enter into the Terms and to abide by all of the terms and conditions set forth herein. The Services are administered in the United States and intended for United States users only; any use outside of the United States is at your own risk and you are responsible for compliance with any local laws applicable to your use of the Services or the Site.