Alert Terms of Use

These Terms of Use, as amended from time to time, apply to each user of the Alert application on the social network operated by Facebook (the “Facebook Application”), the related mobile device software applications (the “Mobile Application”) and on the Alert website at alert.com (together with the Facebook Application and the Mobile Application, the “Alert Service”) owned and operated by MicroStrategy Enterprises, Inc. (the “Company” or “we”, “us”, “our”).

The Alert Service enables you to become a “superfan” of the Facebook pages of your favorite celebrities, products, causes and organizations (“Pages”). As a “superfan” you will receive on your computer, smartphone and/or tablet device personalized and interactive news, messages and real-time offerings from the Pages you select. The Company offers the Alert Service, including all information, tools and services available from the Alert Service, to you, the user, conditioned upon your acceptance of all the terms, conditions, policies and notices stated here. Your use of the Alert Service constitutes your agreement to these Terms of Use and is subject to these Terms of Use and all applicable laws, rules and regulations of any jurisdiction (collectively, “law” or “laws”). The Terms of Use will commence on the earlier to occur of the date you add the Facebook Application to your Facebook account and the date you first use or access the Alert Service.

The Company reserves the right to modify, add or delete portions of these Terms of Use. You are responsible for reviewing these Terms of Use often enough to stay abreast of any changes. We will endeavor to post a notice of any material changes to these Terms of Use on the Alert Service, by sending you a message through Facebook or otherwise. Your use of the Alert Service following any change or amendment to these Terms of Use constitutes your acceptance of such change or update. If you do not agree to abide by these or any future Terms of Use, you are not authorized to use or access (or continue to use or access) the Alert Service.

Privacy

The Company believes strongly in user privacy. Please refer to the Alert Service’s Privacy Policy for information on how we collect, use and disclose personal information from users of the Alert Service. Your use of the Alert Service signifies your acknowledgment of, and consent to, the processing of personal data described in the Alert Service’s Privacy Policy.

Eligibility

If you are 17 years old or younger, you are not authorized to register or submit any content or information in connection with the Alert Service without the explicit consent of your parent or legal guardian. If you live in a state or country where consent of a parent or guardian is required if you are under the age of 21, you may be required by us to secure such consent prior to your registration with the Alert Service.

Use of the Alert Service

You may access and use the Alert Service solely for your personal non-commercial use and solely in accordance with these Terms of Use. Any other access or use of the Alert Service or the content on the Alert Service (including, without limitation, text, data, reports, design elements, graphics, logos, icons, images, audio clips, downloads, interfaces, code and software, as well as the selection and arrangement thereof) (the “Alert Service Content”), including the modification, distribution, transmission, performance, display, broadcast, publication, uploading, licensing, reverse engineering, transfer, sale or resale of, or the creation of derivative works from, any material, information, software, products or services obtained from the Alert Service, or use of the Alert Service for purposes competitive to the Company, is expressly prohibited.

You may not use contact information provided on the Alert Service for unauthorized purposes, including marketing. You may not use any hardware or software intended to damage or interfere with the proper working of the Alert Service or to surreptitiously intercept any system, data or personal information from the Alert Service. You agree not to interrupt or attempt to interrupt the operation of the Alert Service in any way.

You are responsible for protecting the confidentiality of the password associated with your Facebook account and for restricting access to your computer while logged into the Alert Service. You agree that you will be responsible for any and all statements made, and acts or omissions that occur, through the use of your Facebook account. If you have any reason to believe or become aware of any loss, theft or unauthorized use of your password, notify the Company immediately. The Company may assume that any communications the Company receives under your password have been made by you unless the Company receives notice otherwise.

You or third parties acting on your behalf are not allowed to frame the Alert Service or use our proprietary marks as meta tags, without our written consent. You may not use frames or utilize framing techniques or technology to enclose any Alert Service Content without the Company’s express written consent. Further, you may not utilize any Alert Service Content in any meta tags or any other “hidden text” techniques or technologies without the Company’s express written consent.

The Company reserves the right, in its sole discretion, to limit or terminate your access to or use of the Alert Service at any time without reason, notice to you or any liability on our part. Neither these Terms of Use nor termination of your access or use of the Alert Service will waive or adversely affect any other right or relief to which the Company may be entitled at law or in equity.

Accuracy, Completeness and Timeliness of Information on the Alert Service

The Company is not responsible for the accuracy, completeness or currency of information made available to you on the Alert Service and you should not rely on any such information being accurate, current or complete. The material provided to you by the Alert Service is provided for general information only and should not be relied upon or used as the basis for making decisions. Any reliance on the material on the Alert Service is at your own risk. We reserve the right to modify the Alert Service at any time, but we have no obligation to update any information on the Alert Service. Facebook has not provided and is not responsible for any of the content provided on the Alert Service, including advertisements, user-generated content, and any content hosted, streamed or otherwise delivered to you by third parties.

Offers

“Offers” are promotional offers, including any gift certificates, coupons, vouchers, prepaid access, tickets, advertisements, games or other promotions, that participating merchants (each, a “Merchant”) make available to you through the Alert Service. As used in these Terms of Use, “Merchant Certificate” means the paper or electronic certificate that evidences the purchase or acceptance by you of an Offer made available to you through the Alert Service and contains the terms and conditions of, and redemption information for, an Offer. Merchant Certificates that are “Vouchers” have two separate values: (x) the amount paid and (y) the promotional value. The “promotional value” is the additional value beyond the amount paid. Merchant Certificates that are “Coupons” have only promotional value. “Tickets” are Merchant Certificates for admission to a specific ticketed event at an identified venue that may or may not require the payment of any amount by you. The Merchant Certificates are redeemable for certain goods or services offered by, or facilitated through, the Merchant identified on the Merchant Certificate. We only act as a service provider for the Merchant and as a platform on which Merchants may provide or sell Merchant Certificates. The Merchant is solely and exclusively responsible for redeeming its Merchant Certificate. A Merchant is the exclusive issuer of its Merchant Certificate and, as the exclusive issuer, is solely responsible for all goods or services it provides to you, for determination of applicability and compliance with any relevant law, and for any and all injuries, illnesses, damages, claims, liabilities and costs it may cause you to suffer, directly or indirectly, in full or in part, whether or not related to the use or redemption of a Merchant Certificate.

The amount paid for a Voucher and the promotional value of a Voucher equals the “full offer value” of the Merchant Certificate. For example, if you pay $20 for a Merchant Certificate that gets you $50 of goods or services from a Merchant, the full offer value is $50, the amount paid is $20 (this amount does not expire until it is used or is refunded by the Merchant), and the promotional value is $30 (this amount expires on the date stated on the Merchant Certificate unless expiration of the promotional value is prohibited by law). Vouchers are not reloadable. In the event you redeem your Voucher for less than the full amount stated on the Voucher, your purchase will be allocated first against the paid portion until it has a balance of zero dollars ($0.00) and then against the promotional value that is remaining. A Coupon’s value, which is only promotional value, expires on the date stated on such Merchant Certificate unless expiration of the promotional value is prohibited by law. A Ticket has no value once the event date and time have passed. Merchant Certificates are fully transferrable in accordance with law and the terms and conditions of the Merchant Certificate itself.

By purchasing, printing, accepting, using and/or attempting to use any Merchant Certificate, you agree to these Terms of Use specifically, and the terms and conditions stated or referenced on the Merchant Certificate itself and any additional, deal specific terms and conditions related to the Offer at the time of purchase (collectively, the “fine print” regardless of how labeled). These Terms of Use apply to all Merchant Certificates that Merchants make available through the Alert Service, except as otherwise required by law. In the event of a conflict between these Terms of Use and a Merchant Certificate’s fine print, these Terms of Use will control. Purchases made through use of PayPal are also subject to any and all applicable terms and conditions provided by PayPal. You are solely responsible for compliance with Paypal’s terms and conditions. Unless otherwise stated or referenced on the Merchant Certificate or required or restricted by law, the following additional terms and conditions apply to all Merchant Certificates:

• Merchant may determine whether to permit Merchant Certificates to be redeemed for goods or services that are subject to purchase or other legal restrictions, such as alcohol and tobacco products,
• a Merchant Certificate may not be redeemed for goods or services other than those specified on the Merchant Certificate,
• neither we nor the Merchant are responsible for lost or stolen Merchant Certificates or Merchant Certificate redemption codes,
• unauthorized or unlawful duplicate use, reproduction, modification, sale, resale or aggregation for resale of any Merchant Certificate is prohibited,
• you may only redeem Merchant Certificates that you have purchased or claimed or that have been transferred to, or shared with, you through the transfer or share process within the Alert Service, and you may not cause or permit anyone to redeem a Merchant Certificate that has not been purchased or claimed by that person or that has not been transferred or shared with that person through the transfer or share process within the Alert Service,
• unless expressly permitted by the terms and conditions accompanying the Merchant Certificate, the Merchant Certificate cannot be applied toward outstanding balances owed to the Merchant, and
• a Merchant Certificate may be redeemed only once unless otherwise stated in the terms and conditions accompanying the Merchant Certificate.

We will not refund any amount paid for any Merchant Certificate. You should contact the Merchant issuing such Merchant Certificate, using the contact information provided in the fine print, if you have any questions or need a refund. If you are not able to reach a Merchant, you may email us at support@alert.com. Merchant Certificates are not redeemable for cash, unless required by law. A Merchant Certificate is void where prohibited by law.

Materials You Submit

You acknowledge that you are responsible for any material you may post or submit to the Alert Service, including all information and content that is provided by you or other users to Facebook and to which you then grant the Alert Service access (collectively, “User Content”). Your responsibilities include the legality, reliability, appropriateness, originality and copyright of any User Content. You may not upload to, distribute, grant access to or otherwise publish through the Alert Service any User Content that (i) is confidential, proprietary, false, fraudulent, libelous, defamatory, obscene, threatening, invasive of privacy or publicity rights, infringing on intellectual property rights, abusive, illegal or otherwise objectionable, (ii) may constitute or encourage a criminal offense, violate the rights of any party or otherwise give rise to liability or violate any law, (iii) may contain software viruses, political campaigning, chain letters, mass mailings, or any form of “spam”, or (iv) is otherwise in violation of Facebook’s rules or policies, as they may be updated from time to time. You may not use a false email address or other identifying information, impersonate any person or entity or otherwise mislead as to the origin of any User Content. You may not upload commercial content onto the Alert Service.

Unless we indicate otherwise, you grant the Company and its affiliates an unrestricted, nonexclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute and display User Content throughout the world in any media, subject in each case to the restrictions set forth in the Alert Service’s Privacy Policy. You further agree that the Company and its affiliates are free to use any ideas, concepts, know-how that you or individuals acting on your behalf provide to the Company or its affiliates. You represent and warrant that you own or otherwise control all the rights to User Content, that User Content is accurate, that use of User Content does not violate any provision herein and will not cause injury to any person or entity, and that you will indemnify the Company and its affiliates for all claims resulting from User Content. In addition, at all times in your use of the Alert Service, you will comply with Facebook’s Statement of Rights and Responsibilities, Privacy Policy, and other Facebook rules and policies. User Content can be used by Facebook according to such policies.

Additional User Obligations

In connection with your use of the Alert Service, you represent and warrant that you will not, and will not allow any third party to:

• Violate any proprietary rights of any person or entity or take any action that may give rise to liability or violate any law,
• Remove, obscure or change any copyright, trademark, hyperlink or other proprietary rights notices contained within the Alert Service or Alert Service Content,
• Modify, adapt, disassemble, decompile, translate, reverse engineer or otherwise attempt to discover the source code or structure, sequence and organization of the Alert Service, the Alert Service Content or any content contained therein,
• Use the Alert Service in any manner that could damage, disable, overburden, or impair the Alert Service, the Company, Facebook, or any other person or entity,
• Collect any information (including usernames and/or email addresses) about other users of the Alert Service, create or transmit unwanted electronic communications to other users of the Alert Service, or otherwise interfere with such users’ enjoyment of the Alert Service,
• Use the Alert Service to further or promote any illegal or objectionable activity or enterprise, including fraud, trafficking in obscene material, pornography, drug dealing, gambling, harassment, libel, defamation, invasion of another’s privacy or publicity rights, abusive or threatening behavior, stalking, spamming, distributing viruses or other harmful files, infringement on intellectual property, or
• Use the Alert Service in violation of these Terms of Use, Facebook’s rules and policies or any law.

You may not take any action to interfere with the Alert Service or any other user’s use of the Alert Service. You expressly agree that you will not copy, reproduce, modify, create derivative works from, distribute or publicly display any Alert Service Content without our prior written consent or the consent of the content owner if such Alert Service Content is not owned by the Company. You agree not to bypass any measures we may use to prevent or restrict access to the Alert Service.

Third Party Websites and Content

The Alert Service may contain (or you may be sent through the Alert Service) links to other web sites or Facebook pages ("Third Party Sites"), including Pages for which you have become a “superfan,” websites associated with such Pages and news, messages and offerings you may receive from such Pages, as well as articles, photographs, text, graphics, pictures, designs, sound, video, information, and other content or items belonging to or originating from third parties (the "Third Party Content"). Such Third Party Sites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Sites accessed through the Alert Service or any Third Party Content posted on, available through the Alert Service, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Content. Inclusion of, linking to or permitting the use of any Third Party Site or any Third Party Content does not imply approval or endorsement thereof by the Company. If you decide to leave the Alert Service and access the Third Party Sites or to access or use any Third Party Content, you do so at your own risk and 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 Alert Service or relating to any applications you use or install from the Alert Service. Please specifically note that the site’s mapping technology is provided by Google, Inc. and, in using such technology, you agree to be bound by Google’s Terms of Use.

Mobile Application License

Subject to the terms of these Terms of Use, the Company grants you a non-transferable, non-exclusive license to download, install and use one copy of each application constituting the Mobile Application in object code form only on a mobile device that you own or control.

You may not derive or attempt to derive the source code of all or any portion of the Mobile Application, permit any third party to derive or attempt to derive such source code, or reverse engineer, decompile, disassemble, or translate the Mobile Application or any part thereof.

The Company and its licensors own and will retain all intellectual property rights and other rights in and to the Mobile Application, and any changes, modifications or corrections thereto.

The terms and conditions in this paragraph apply to you only if you are using Mobile Application from the Apple App Store. To the extent the other terms and conditions of these Terms of Use are less restrictive than, or otherwise conflict with, the terms and conditions of this paragraph, the more restrictive or conflicting terms and conditions in this paragraph apply, but solely with respect to Mobile Application from the Apple App Store. You acknowledge and agree that these Terms of Use are solely between you and the Company, not Apple, and that Apple has no responsibility for the Mobile Application or content thereof. Your use of the Mobile Application must comply with the App Store Terms of Service. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Mobile Application. In the event of any failure of the Mobile Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any, for the Mobile Application to you; to the maximum extent permitted by law, Apple will have no other warranty obligation whatsoever with respect to the Mobile Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by these Terms of Use. You and the Company acknowledge that Apple is not responsible for addressing any claims of you or any third party relating to the Mobile Application or your possession and/or use of the Mobile Application, including: (i) product liability claims, (ii) any claim that the Mobile Application fails to conform to any applicable legal or regulatory requirement, and (iii) claims arising under consumer protection or similar legislation. You and the Company acknowledge that, in the event of any third party claim that the Mobile Application or your possession and use of that Mobile Application infringes that third party’s intellectual property rights, the Company, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms of Use. You must comply with applicable third party terms of agreement when using the Mobile Application. You and the Company acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms of Use as they relate to your license of the Mobile Application, and that, upon your acceptance of the Terms of Use, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Use against you as a third party beneficiary thereof.

Reservation of Intellectual Property Rights

You do not acquire any right, title or interest in the Alert Service or any Alert Service Content by virtue of accessing the Alert Service or making use of the permitted uses allowed under these Terms of Use. The Company, or its licensors or content providers, retain full and complete title to the Alert Service and the Alert Service Content, including all associated intellectual property rights. The Company neither warrants nor represents that your use of the Alert Service or the Alert Service Content will not infringe rights of third parties.

Trademarks and Copyrights

Trademarks, logos and service marks displayed on the Alert Service are registered and unregistered trademarks of the Company, its licensors or content providers, or other third parties. All of these trademarks, logos and service marks are the property of their respective owners. Nothing on the Alert Service will be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark, logo or service mark displayed on the Alert Service without the owner’s prior written permission, except as otherwise described herein. The Company reserves all rights not expressly granted in and to the Alert Service and the Alert Service Content. The Alert Service and the Alert Service Content are protected as a compilation under the copyright laws of the United States and other countries.

The Company is under no obligation to post, forward, transmit, distribute or otherwise provide any material available on the Alert Service, including material you provide to us, and so we have an absolute right to remove any material from the Alert Service in our sole discretion at any time.

Digital Millennium Copyright Act Notice

We are committed to complying with U.S. copyright and related laws, and we require all users of the Alert Service to comply with these laws. Accordingly, you may not disseminate any material or content using the Alert Service in any manner that constitutes an infringement of third party intellectual property rights, including rights granted by U.S. copyright law. Owners of copyrighted works who believe that their rights under U.S. copyright law have been infringed may take advantage of certain provisions of the Digital Millennium Copyright Act of 1998 (the "DMCA") to report alleged infringements. It is our policy in accordance with the DMCA and other applicable laws to reserve the right to terminate the rights of any user to access the Alert Service if any such user is either found to infringe third party copyright or other intellectual property rights, including repeat infringers, or who we believe, in our sole discretion, is infringing these rights. Upon our receipt of a proper notice of claimed infringement under the DCMA, we will respond expeditiously to remove, or disable access to, the material claimed to be infringing and will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content in issue. Our designated agent (i.e., the proper party) to whom you should address such notice is:

If you believe that content that you or a third party owns has been used via the Alert Service in a way that violates your or someone else’s copyright or other intellectual property rights, please provide us with the following information:

• an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
• a description of the copyrighted work or other intellectual property that you claim has been infringed;
• a description of where the material that you claim is infringing is located;
• your address, telephone number, and email address;
• a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and
• a statement by you, made under penalty of perjury, that the information contained in your report is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

DISCLAIMER OF WARRANTY

YOUR USE OF THIS SERVICE IS AT YOUR SOLE RISK. THE ALERT SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE RESERVE THE RIGHT TO RESTRICT OR TERMINATE YOUR ACCESS TO THE ALERT SERVICE OR ANY FEATURE OR PART THEREOF AT ANY TIME. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES THAT THE ALERT SERVICE OR THE ALERT SERVICE CONTENT IS NONINFRINGING, AS WELL AS WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING, THAT ACCESS TO THE ALERT SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT THE ALERT SERVICE WILL BE SECURE, THAT THE ALERT SERVICE OR THE SERVER THAT MAKES THE ALERT SERVICE AVAILABLE WILL BE VIRUS-FREE, OR THAT INFORMATION (INCLUDING GOODS OR SERVICES DESCRIPTIONS), GOODS, SERVICES, MERCHANT CERTIFICATES PROVIDED ON OR THROUGH THE ALERT SERVICE WILL BE COMPLETE, ACCURATE OR TIMELY. IF YOU DOWNLOAD ANY MATERIALS FROM THIS SERVICE, YOU DO SO AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, SMARTPHONE AND/OR TABLET DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIALS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM THE ALERT SERVICE WILL CREATE ANY WARRANTY OF ANY KIND. WE DO NOT MAKE ANY WARRANTIES OR REPRESENTATIONS REGARDING THE USE OF THE MATERIALS ON THIS SERVICE, STATEMENTS OR OTHER INFORMATION CONTAINED ON THE ALERT SERVICE, OR THE MERCHANT CERTIFICATES, GOODS OR SERVICES ACCESSIBLE OR AVAILABLE THROUGH THE ALERT SERVICE IN TERMS OF THEIR COMPLETENESS, CORRECTNESS, ACCURACY, ADEQUACY, USEFULNESS, TIMELINESS, RELIABILITY OR OTHERWISE.

IN CERTAIN JURISDICTIONS, THE LAW MAY NOT PERMIT THE DISCLAIMER OF WARRANTIES, SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU. YOU MAY HAVE ADDITIONAL CONSUMER RIGHTS UNDER YOUR LOCAL LAWS THAT THESE TERMS OF USE CANNOT CHANGE.

LIMITATION OF LIABILITY

YOU ACKNOWLEDGE AND AGREE: (i) THAT YOU ASSUME FULL RESPONSIBILITY FOR YOUR USE OF THE ALERT SERVICE, (ii) THAT ANY INFORMATION YOU SEND OR RECEIVE DURING YOUR USE OF THE ALERT SERVICE MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES, (iii) YOUR USE OF THE ALERT SERVICE IS AT YOUR OWN RISK AND THAT THE ALERT SERVICE IS MADE AVAILABLE TO YOU AT NO CHARGE, (iv) RECOGNIZING THE FOREGOING, THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER WE NOR OUR AFFILIATES, SUPPLIERS, CUSTOMERS OR THIRD PARTY CONTENT PROVIDERS WILL BE LIABLE FOR ANY INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THE ALERT SERVICE, OR ANY OTHER SITE YOU ACCESS THROUGH A LINK FROM THIS SERVICE OR FROM ANY ACTIONS WE TAKE OR FAIL TO TAKE AS A RESULT OF COMMUNICATIONS YOU SEND TO US, OR THE DELAY OR INABILITY TO USE THE ALERT SERVICE, OR FOR ANY INFORMATION, GOODS OR SERVICES ADVERTISED IN OR OBTAINED THROUGH THE ALERT SERVICE, OUR REMOVAL OR DELETION OF ANY MATERIALS SUBMITTED OR POSTED ON OUR SERVICE, OR OTHERWISE ARISING OUT OF THE USE OF THE ALERT SERVICE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF WE, OR OUR AFFILIATES, SUPPLIERS, CUSTOMERS OR THIRD PARTY CONTENT PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES, (v) THIS DISCLAIMER APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUSES, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, YOUR LOSS OF PROFITS, OR THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS OR USE OF ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS, (vi) THAT NEITHER WE NOR OUR AFFILITATES, SUPPLIERS, CUSTOMERS OR THIRD PARTY CONTENT PROVIDERS WILL BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER OF THE ALERT SERVICE, (vii) YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY OF THE ABOVE CLAIMS OR ANY DISPUTE WITH US IS TO DISCONTINUE YOUR USE OF THE ALERT SERVICE, (viii) YOU AND WE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE ALERT SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OR THE CAUSE OF ACTION IS PERMANENTLY BARRED, (ix) BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, ALL OR A PORTION OF THE ABOVE LIMITATION MAY NOT APPLY TO YOU, AND (x) NOTWITHSTANDING THE FOREGOING, IF WE ARE FOUND TO BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH YOUR USE OF THE ALERT SERVICE OR ANY CONTENT CONTAINED THEREIN, INCLUDING WITH RESPECT TO A MERCHANT CERTIFICATE OR A GOOD OR SERVICE, OUR LIABILITY WILL IN NO EVENT EXCEED U.S. $5.00.

Indemnification/Release

You agree to indemnify, defend and hold harmless us and our affiliates and our and their officers, directors, employees and agents from and against any and all losses, liabilities, expenses, damages and costs, including reasonable attorneys’ fees and court costs, arising or resulting from your use of the Alert Service, any goods or services purchased or accepted by you in connection with the Alert Service and any violation of these Terms of Use, including (i) your violation of any third party right, including any copyright, intellectual property, or privacy right, (ii) any claims that your use of the Alert Service caused damage to a third party, (iii) violations of any and all laws from any jurisdiction, (iv) your violation of Facebook’s Statement of Rights and Responsibilities, Facebook’s Privacy Policy or other Facebook rules or regulations or terms and conditions provided by PayPal, and (v) your encouragement, assistance or enablement of any third party’s violation of any of the provisions, laws, rules, regulations, rights or agreements described above. If you cause a technical disruption of the Alert Service or the systems transmitting the Alert Service to you or others, you agree to be responsible for any and all losses, liabilities, expenses, damages and costs, including reasonable attorneys’ fees and court costs, arising or resulting from that disruption. We reserve the right, at our own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with us in the defense of such matter.

You are solely responsible for your interactions with Merchants and other users of the Alert Service. To the extent permitted under law, you hereby waive and release us and our affiliates and our and their officers, directors, employees and agents from any and all claims or liability related to or arising out of (i) any goods or services of a Merchant, any action or inaction by any such Merchant, including such Merchant’s failure to determine the applicability of, or comply with, laws and/or failure to abide by the terms and conditions provided to a Merchant by us, (ii) for any and all injuries, illnesses, damages, claims, liabilities and costs the Merchant and/or goods or services of the Merchant may cause you to suffer, directly or indirectly, in full or in part, whether or not related to the use or redemption of a Merchant Certificate, and (iii) any conduct or speech, whether online or offline, of any other user. You hereby waive California Civil Code Section 1542 (if you are a California resident), and any similar provision in any other jurisdiction (if you are a resident of such jurisdiction), which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”

The above defense, indemnification, waiver and release obligations will survive these Terms of Use and your use of the Alert Service.

Jurisdiction and Applicable Law

Your use of the Alert Service, these Terms of Use and any other agreement we enter with you in connection with your use of the Alert Service will be governed by the laws of the State of Delaware, excluding Delaware’s conflict of laws principles; the U.N. Convention on Contracts for the International Sale of Goods does not apply. For any action arising out of or relating to these Terms of Use, you submit to the exclusive jurisdiction of the U.S. District Court for the District of Delaware, unless no federal jurisdiction exists, in which case the action will be brought only in the state courts located in Wilmington, Delaware; provided, however, that we may institute proceedings against you in any other court in order to enforce our rights through specific performance, injunction or other equitable relief.

We recognize that it is possible for you to obtain access to the Alert Service from any jurisdiction in the world, but we have no practical ability to prevent such access. The Alert Service has been designed to comply with the laws of the State of Delaware and of the United States. If any material on the Alert Service, or your use of the Alert Service, is contrary to the laws of the place where you are when you access it, the Alert Service is not intended for you, and we ask you not to use the Alert Service. You are responsible for informing yourself of the laws of your jurisdiction and complying with them.

Changes to the Alert Service

The Company reserves the right to terminate or modify the Alert Service or to change any Alert Service Content with or without prior notice for any reason. You agree that the Company will not be liable for any discontinuation of or changes to the Alert Service or the Alert Service Content.

Assignment

The Company may assign any of its rights or obligations under these Terms of Use to (i) any subsidiary or affiliate of the Company, (ii) any entity that acquires all or substantially all of the assets of the Company, or (iii) any entity that acquires all or substantially all of the Company’s interest in the Alert Service or the assets related thereto. The Terms of Use (and your account on the Alert Service) are personal to you and may not be transferred or assigned.

Communications

You consent to receive electronic communications from us and agree that email communications to the email address associated with your Facebook account, notices posted on the Alert Service or messages displayed when you enter the Alert Service satisfy any legal requirement that such communications be in writing.

International Users

The Alert Service is controlled and operated within the United States, and Offers are only open to US residents. We make no representation that content, materials or products available on or through the Alert Service are appropriate or available for use outside of the United States. You understand that some or all goods or services provided on the Alert Service may not be available to persons residing in certain jurisdictions or geographic areas. We reserve the right, in our sole discretion, to exclude or otherwise limit the provision of a Merchant Certificate for any good or service to a person residing in any jurisdiction or geographical area. If you access the Alert Service from a location outside the United States, you are responsible for compliance with applicable laws, including U.S. export laws and regulations. By using this site and submitting any personal information, visitors from outside of the United States acknowledge that this site is subject to U.S. law, consent to the transfer of personal data to the U.S., and waive any claims that may arise under their own national laws.

Additionally, you agree to comply with all local rules regarding online conduct and acceptable User Content. Specifically, you agree to comply with all laws regarding the transmission of technical data exported from the United States or the country in which you reside.

Entire Agreement and Admissibility

These Terms of Use, any other written agreements in effect between you and us specifically referencing these Terms of Use and any policies or operating rules posted on the Alert Service, including the Alert Service’s Privacy Policy, constitute the entire agreement and understanding between you and the Company with respect to the subject matter thereof and supersede all prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to such subject matter. A printed version of these Terms of Use will be admissible in judicial or administrative proceedings based on or relating to use of the Alert Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Severability and Other Provisions

If any provision of these Terms of Use is unlawful, void or unenforceable, the remaining provisions of these Terms of Use will remain in place. The term “including” means “including without limitation”.

How to Contact Us

If you have any questions or comments about these Terms of Use or the Alert Service, please contact us at: support@alert.com.

Last revised on June 27, 2012