Terms of Service

Last Updated October 6, 2019

1. Acceptance of Terms.

  1. Hownd, Inc. (“Hownd” or “we”) provides its Service (as defined below) to you through its web application, mobile application, and through its web sites located at http://www.myhownd.com/http://www.hownd.com/, http://www.hownd.app/  or its subsidiaries (the “Site”), subject to this Terms of Service agreement (“TOS”). By accepting this TOS or by accessing or using the Service or Site, you acknowledge that you have read, understood, and agree to be bound by this TOS. If you are entering into this TOS on behalf of a company, business or other legal entity, you represent that you have the authority to bind such entity and its affiliates to this TOS, in which case the terms “you” or “your” shall refer to such entity and its affiliates. If you do not have such authority, or if you do not agree with this TOS, you must not accept this TOS and may not use the Service.
  2. Hownd may change this TOS from time to time by providing thirty (30) days prior notice either by emailing the email address associated with your account or by posting a notice on the Site. The revised terms and conditions will become effective thirty (30) days after we send you notice or post such changes, and if you use the Service after that date, your use will constitute acceptance of the revised terms and conditions. If any change to this TOS is not acceptable to you, your only remedy is to stop using the Services and send a cancellation email to support@myhownd.com.


IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, IMMEDIATELY STOP USING THE SITE AND DO NOT USE ANY HOWND SERVICE, PARTICIPATE IN ANY PROGRAM OR PURCHASE ANY VOUCHER, PRODUCT OR OTHER GOOD OR SERVICE OFFERED THROUGH THE SITE.

PLEASE REVIEW THE FOLLOWING SECTIONS OF THESE TERMS OF SERVICE CAREFULLY: (A)  LIMITATION OF LIABILITY AND (B) INDEMNIFICATION

2. Description of Service. The “Service” includes (a) the Site, (b) Hownd’s merchant and consumer services and related technologies, and (c) all software (including the Software, as defined below), data, reports, text, images, sounds, video, and content made available through any of the foregoing (collectively referred to as the “Content”). Any new features added to or augmenting the Service are also subject to this TOS. The Service is designed to provide merchants (“Merchant(s)”) with a platform for collecting customer information, communicating with customers and offering customers or prospective customers access to data, information, special deals, vouchers, coupons and offers (collectively, “Promos”). The Service is a platform through which certain merchants (“ Merchants ”) (a) sell vouchers for goods, services, or experiences (“ Vouchers ”), (b) sell gift cards (“ Merchant Gift Cards ”), (c) sell goods and services directly to you (“ Merchant Products ”), (d) make available coupons, promotional codes, giveaways, events, samples, and offers (“ Coupons ”), (e) sell dining experiences for specific dates and times (” Reservations “), (f) sell food, beverage and other products for delivery and takeout (“ Online Ordering ”),  and (g) sell services or events for specific dates and times (“ Bookings ” or “ Events “) (collectively (a)-(g), “Merchant Offerings”). Merchants are the sellers and issuers of the Merchant Offerings and are solely responsible to you for the care, quality, and delivery of the goods and services provided. Vouchers may be distributed by Hownd or its affiliates. More information about the distributor of a particular Voucher is available upon request. Hownd is not an agent of Merchants. Certain Merchant Offerings, Products, other available programs and pricing on the Site may change at any time in Hownd’s sole discretion, without notice.

3. General Conditions/ Access and Use of the Service.

As a condition of your use of the Site, you agree that:

  1. You have reached the age of majority in the state or province in which you reside;
  2. You are able to create a binding legal obligation;
  3. You are not barred from receiving products or services under applicable law;
  4. You will not attempt to use the Site with crawlers, robots, data mining, or extraction tools or any other functionality;
  5. Your use of the Site will at all times comply with these Terms of Service;
  6. You will only make legitimate purchases that comply with the letter and spirit of the terms of the respective offers;
  7. You will only make purchases on the Site for your own use and enjoyment or as a gift for another person;
  8. You have the right to provide any and all information you submit to the Site, and all such information is accurate, true, current, and complete;
  9. You will update and correct information you have submitted to the Site and ensure that it is accurate at all times (out-of-date information will invalidate your account); and,
  10. You will only purchase a Merchant Offering, Product, or participate in other available programs through the Site by creating an account on the Site, and any purchase will be subject to the applicable Terms of Sale set forth in these Terms of Service.


In addition:

    1. As part of the registration process, you will create a username and password for your account (“Account”). Subject to the terms and conditions of this TOS, you may access and use the Service only for lawful purposes. All rights, title and interest in and to the Service and its components will remain with and belong exclusively to Hownd. You shall not (a) sublicense, resell, rent, lease, transfer, assign, time share or otherwise exploit or make the Service available to any third party; (b) use the Service in any unlawful manner or in any manner that interferes with or disrupts the integrity or performance of the Service or its components, or (c) modify, adapt or hack the Service to, or otherwise attempt to gain unauthorized access to the Service or its related systems or networks. You shall comply with any codes of conduct, policies or other notices Hownd provides you or publishes in connection with the Service, and you shall promptly notify Hownd if you learn of a security breach related to the Service.
    2. Any software that may be made available by Hownd in connection with the Service (“Software”) contains proprietary and confidential information that is protected by applicable intellectual property, patent, and other laws. Subject to the terms and conditions of this TOS, Hownd hereby grants you a non-transferable, non-sublicensable and non-exclusive right and license to use the object code of any Software solely in connection with the Service, provided that you shall not (and shall not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code or sell, assign, sublicense or otherwise transfer any right in any Software. You agree not to access the Service by any means other than through the interface that is provided by Hownd for use in accessing the Service. Any rights not expressly granted herein are reserved and no license or right to use any trademark of Hownd or any third party is granted to you in connection with the Service.
    3. You are solely responsible for all personal information, data, feedback, suggestions, text, content and other materials that you upload, post, submit, deliver, provide or otherwise transmit or store (hereafter “post(ing)”) in connection with or relating to the Service (“Your Content”). For all content sent via the Services, you acknowledge and agree that Hownd shall have the right to automatically add reasonable branding and an identifying footer in accordance with our standard policies then in effect and may use or share this information with other parties in order to reach a broader audience. 
    4. You are responsible for maintaining the confidentiality of your login, password and Account and for all activities that occur under your login or Account. Hownd reserves the right to access your Account in order to respond to your requests for technical support. By posting Your Content on or through the Service, you hereby do and shall grant Hownd a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, modify, reproduce, distribute, display, publish and perform Your Content. Hownd has the right, but not the obligation, to monitor the Service, Content, or Your Content. You further agree that Hownd may remove or disable any Content at any time for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content), or for no reason at all.
    5. You understand that the operation of the Service, including Your Content, may be unencrypted and involve (a) transmissions over various networks; (b) changes to conform and adapt to technical requirements of connecting networks or devices and (c) transmission to Hownd’s third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to operate and maintain the Service. Accordingly, you acknowledge that you bear sole responsibility for adequate security, protection and backup of Your Content. Hownd will have no liability to you for any unauthorized access or use of any of Your Content, or any corruption, deletion, destruction or loss of any of Your Content.
    6. You shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services (collectively, “Equipment”). You shall also be responsible for maintaining the security of the Equipment and for all uses of your Account or the Equipment.
    7. The failure of Hownd to exercise or enforce any right or provision of this TOS shall not be a waiver of that right. You acknowledge that this TOS is a contract between you and Hownd, even though it is electronic and is not physically signed by you and Hownd, and it governs your use of the Service.
    8. Subject to the terms hereof, Hownd may (but has no obligation to) provide technical support services, through email or telephone in accordance with our standard practice.

4. Your Privacy. We take the privacy of your Personal Information (defined in the Privacy Policy) seriously. We encourage you to carefully review our Privacy Policy for important disclosures about ways that we may collect, use, and share personal data and your choices. Our Privacy Policy is incorporated in and subject to these Terms of Service, and available here.

5. Terms of Sale. By purchasing or obtaining any Merchant Offering or Product via the Site, you agree to these Terms of Service, including, without limitation, the Terms of Sale, available here.

6. Copyright and Trademarks.  The Site contains copyrighted material, trademarks, and other proprietary information, including, without limitation, text, software, photos, video, graphics, music, and sound, and the entire contents of the Site are protected by copyright, trademark, and other intellectual property laws of the United States. Hownd owns a copyright in the selection, coordination, arrangement, and enhancement of such content, as well as in the content original to it. You may not modify, distribute, publish, transmit, publicly display, publicly perform, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part. Except as otherwise expressly stated under copyright law, no downloading, copying, redistribution, retransmission, publication, or commercial exploitation of the content without the express permission of Hownd or the copyright owner is permitted. If downloading, copying, redistribution, retransmission, or publication of copyrighted material is permitted, you will make independent attribution and/or make no changes in or deletion of any author attribution, trademark legend, or copyright notice. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material. Any violation of these restrictions may result in a copyright, trademark, or other intellectual property right infringement that may subject you to civil and/or criminal penalties.

Hownd owns trademarks, registered and unregistered, in many countries and “HOWND,” the Hownd logos, variations, and taglines thereof found on the Site are trademarks owned by Hownd, Inc. or its related entities and all use of these marks inures to the benefit of Hownd.

Other marks on the site not owned by Hownd may be under license from the trademark owner thereof, in which case such license is for the exclusive benefit and use of Hownd unless otherwise stated, or may be the property of their respective owners. You may not use Hownd’s name, logos, trademarks or brands, or trademarks or brands of others on the Site without Hownd’s express permission.

7. User Content.  The Site may provide registered users and visitors various opportunities to submit or post reviews, opinions, advice, ratings, discussions, comments, messages, survey responses, and other communications, as well as files, images, photographs, video, sound recordings, musical works, and any other content or material submitted or posted to the Site (collectively, “User Content”) through forums, bulletin boards, discussion groups, chat rooms, surveys, blogs, or other communication facilities that may be offered on, through, or in connection with the Site from time to time. You may be required to have a Hownd account to submit User Content.

If you contribute any User Content, you will not upload, post, or otherwise make available on the Site any material protected by copyright, trademark, or other proprietary right without the express permission of the owner of the copyright, trademark, or other proprietary right. Hownd does not have any express burden or responsibility to provide you with indications, markings, or anything else that may aid you in determining whether the material in question is copyrighted or trademarked. You will be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights, or any other harm resulting from such a submission. In addition, if you contribute any User Content, you represent and warrant that: (a) you are the creator of the User Content; or (b) if you are acting on behalf of the creator, that you have (i) express, advance authority from the creator to submit or post the User Content, and that they have waived any moral rights in such User Content, and (ii) all rights necessary to grant the licenses and grants in these Terms of Service. You further represent and warrant (or, if you are acting on behalf of the creator of the User Content, you have ensured that the creator represents and warrants) that the use and sharing of the User Content for the purposes you have selected will not violate or infringe any copyrights, trademarks, or any other intellectual property rights or rights of third parties, including, without limitation, the rights of publicity or privacy. You represent and warrant that you will not upload, post, transmit, or otherwise make available User Content that is unlawful, harmful, tortious, threatening, abusive, harassing, hateful, racist, infringing, pornographic, obscene, violent, misleading, defamatory or libelous, invasive of the privacy of another person, or violative of any third-party rights; and that you will not upload, post, transmit, or otherwise make available User Content that contains any material that harbors viruses or any other computer codes, files, or programs designed to intercept, misappropriate, interrupt, destroy or limit the functionality of any software or computer equipment.

Hownd shall have the sole and absolute right, but not the obligation, to review, edit, post, refuse to post, remove, monitor the User Content, and disclose the User Content and the circumstances surrounding its transmission to any third-party, at any time, for any reason, including, without limitation, to determine compliance with these Terms of Service and any operating rules established by Hownd, as well as to satisfy any applicable law, regulation, or authorized government request. Without limiting the foregoing, Hownd shall have the right to remove any material from the Communities or any other Hownd controlled sites, in its sole discretion. Hownd assumes no liability for any User Content or other information that appears or is removed from the Site or elsewhere. Hownd has no obligation to use User Content and may not use it at all.
In some instances and from time to time, it may be possible to modify or remove the User Content submitted or posted through your account. Hownd makes no representations or warranties that the User Content you modify or remove will be modified or removed from the Site or elsewhere, or that the User Content will cease to appear on the Internet, in search engines, social media websites, or in any other form, media or technology.

Public Nature of Your User Content.
– You understand and agree that User Content is public. Any person (whether or not a user of Hownd’s services) may read your User Content without your knowledge. Please do not include any Personal Information in your User Content unless you wish for it to be publicly disclosed. Hownd is not responsible for the use or disclosure of any Personal Information that you disclose in connection with User Content.
– Any User Content of any kind made by you or any third-party is made by the respective author(s) or distributor(s) and not by Hownd. Other users may post User Content that is inaccurate, misleading, or deceptive. Hownd does not endorse and is not responsible for any User Content, and will not be liable for any loss or damage caused by your reliance on such User Content. User Content reflects the opinions of the person submitting it and may not reflect the opinion of Hownd. Hownd does not control or endorse any User Content, and specifically disclaims any liability concerning or relating to your contribution of, use of, or reliance on any User Content and any actions resulting from your participation in any part of the Site, including, without limitation, any objectionable User Content.

License Grants.
– Some User Content you submit to Hownd may be displayed or may give you the option to display in connection with your Personal Information, or a portion of your Personal Information, including, without limitation, your name, initials, username, social networking website user account name, image, likeness, preferences, voice, and location. You grant Hownd a royalty-free, perpetual, irrevocable, sublicensable, fully paid-up, non-exclusive, transferrable, worldwide license and right to use, commercial use, display and distribute any Personal Information in connection with your User Content in accordance with these Terms of Service, including, without limitation, a right to offer for sale and to sell such rights in Personal Information, whether the User Content appears alone or as part of other works, and in any form, media or technology, whether now known or hereinafter developed, and to sublicense such rights through multiple tiers of sublicensees, all without compensation to you. However, Hownd shall have no obligation to use your Personal Information in connection with any User Content.
– As between you and Hownd, you shall retain all ownership rights in and to the User Content you submit or post. However, by contributing User Content or other information on or through the Site, you grant Hownd a royalty-free, perpetual, irrevocable, sublicensable, fully paid-up, non-exclusive, transferrable, worldwide right and license to use, reproduce, create derivative works from, publish, edit, translate, distribute, perform, display, transmit, offer for sale, and sell the User Content alone or as part of other works in any form, media or technology, whether now known or hereafter developed, and to sublicense such rights through multiple tiers of sublicensees and without compensation to you. You waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding the User Content that you may have under any applicable law under any legal theory. Hownd’s license in any User Content or Personal Information submitted includes, without limitation, use for promotions, advertising, marketing, market research, merchant feedback, quality control, or any other lawful purpose.
– As detailed in Section 4, contributing User Content or other information on or through the Site, is limited to individuals who are over the age of majority in the state or province in which they reside. The Site is designed and intended for adults. By contributing User Content or other content on or through the Communities, you affirm that you are over the age of majority in the state or province in which you reside. We will promptly delete User Content or other content associated with any account we obtain actual knowledge of that is associated with a registered user who is not at least the age of majority in the state or province in which he or she resides.

8. Unsolicited Ideas. We do not accept or consider, directly or through any Hownd employee or agent, unsolicited ideas of any kind, including, without limitation, ideas or suggestions relating to new or improved products, enhancements, names or technologies, advertising and marketing campaigns, plans, or other promotions. Do not send us (or any of our employees) any unsolicited ideas, suggestions, material, images, or other work in any form ( “Unsolicited Materials” ). If you send us Unsolicited Materials, you understand and agree that the following terms will apply, notwithstanding any cover letter or other terms that accompany them:
– Hownd has no obligation to review any Unsolicited Materials, nor to keep any Unsolicited Materials confidential; and
– Hownd will own, and may use and redistribute, Unsolicited Materials for any purpose without restriction and free of any obligation to acknowledge or compensate you.

9. DISCLAIMER OF WARRANTIES. The Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Hownd or by third-party providers, or because of other causes beyond our reasonable control, but Hownd shall use reasonable efforts to provide advance notice in writing or by email of any scheduled service disruption HOWEVER, THE SERVICE, INCLUDING THE SITE AND CONTENT, AND ALL SERVER AND NETWORK COMPONENTS ARE PROVIDED ON AN ‘AS IS’ AND ‘AS AVAILABLE’ BASIS WITHOUT ANY WARRANTIES OF ANY KIND, AND HOWND EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT. YOU ACKNOWLEDGE THAT HOWND DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR VIRUS-FREE, NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES, AND NO INFORMATION, ADVICE OR SERVICES OBTAINED BY YOU FROM HOWND OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS TOS.

 

10. LIMITATION OF LIABILITY.

 

  1. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, OR OTHERWISE) SHALL HOWND BE LIABLE TO YOU OR ANY THIRD PARTY FOR (A) ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA OR BUSINESS INTERRUPTION, OR (B) FOR ANY DIRECT DAMAGES, COSTS, LOSSES OR LIABILITIES IN EXCESS OF THE FEES ACTUALLY PAID BY YOU IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO YOUR CLAIM OR, IF NO FEES APPLY, ONE HUNDRED ($100) U.S. DOLLARS. THE PROVISIONS OF THIS SECTION ALLOCATE THE RISKS UNDER THIS TOS BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER INTO THIS TOS.
  2. Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to you. IN THESE STATES, HOWND’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

11. Indemnification. You shall defend, indemnify, and hold harmless Hownd from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, arising or resulting from your breach of this TOS, any of Your Content, or your other access, contribution to, use or misuse of the Service. Hownd shall provide notice to you of any such claim, suit or demand. Hownd reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting Hownd’s defense of such matter.

12. U.S. Government Matters. You may not remove or export from the United States or allow the export or re-export of the Services or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. As defined in FAR section 2.101, the software and documentation installed by Hownd on any Equipment (if applicable) are “commercial items” and according to DFAR section 252.227 7014(a)(1) and (5) are deemed to be “commercial computer software” and “commercial computer software documentation.” Consistent with DFAR section 227.7202 and FAR section 12.212, any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this TOS and will be prohibited except to the extent expressly permitted by the terms of this TOS.

13. Assignment. You may not assign this TOS without the prior written consent of Hownd. Hownd may assign or transfer this TOS, in whole or in part, without restriction.

14. Miscellaneous. If any provision of this TOS is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this TOS will otherwise remain in full force and effect and enforceable. Both parties agree that this TOS is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this TOS, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this TOS and you do not have any authority of any kind to bind Hownd in any respect whatsoever. In any action or proceeding to enforce rights under this TOS, the prevailing party will be entitled to recover costs and attorneys’ fees. All notices under this TOS will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or email; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested.

15. Governing Law. This TOS shall be governed by the laws of the State of Arizona in the United States of America without regard to the principles of conflicts of law. Unless otherwise elected by Hownd in a particular instance, you hereby expressly agree to submit to the exclusive personal jurisdiction of the federal and state courts of the State of Arizona for the purpose of resolving any dispute relating to your access to or use of the Service.

 

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Hownd, MyHownd, Pay-Per-Visit, and Effortless Foot Traffic are trademarks of Hownd, Inc. Other names may be trademarks of their respective holders.

 

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