Updated August 27, 2011

PLEASE READ THESE TERMS OF USE ("AGREEMENT" OR "TERMS OF USE") CAREFULLY BEFORE USING THE WEBSITE AND SERVICES OFFERED BY GROUPSKOOP, LLC. ("GROUPSKOOP"). THIS AGREEMENT SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE WEBSITE AT HTTP://WWW.GROUPSKOOP.COM (THE "SITE") AND ALL SERVICES PROVIDED BY GROUPSKOOP ON THE SITE.

By using the Site in any manner, including but not limited to visiting or browsing the Site, you (the "user" or "you") agree to be bound by this Agreement, including those additional terms and conditions and policies referenced herein and/or available by hyperlink. This Agreement applies to all users of the Site, including without limitation users who are vendors, customers, merchants, contributors of content, information and other materials or services on the Site.

I.TERMS OF USE

1. General.

GroupSkoop acts as a venue to allow users who comply with GroupSkoop's policies to offer, sell and buy certain goods and services. GroupSkoop is not directly involved in the transaction between buyers and sellers. As a result, GroupSkoop has no control over the quality, safety, morality or legality of any aspect of the items and/or services listed, the truth or accuracy of the listings, the ability of sellers to sell items or the ability of buyers to pay for items. GroupSkoop does not pre-screen users or the content or information provided by users. GroupSkoop cannot ensure that a buyer or seller will actually complete a transaction. Additionally, The Site provides an interactive online service operated by GroupSkoop, LLC on the World Wide Web of the Internet (the “Web”), consisting of information services, content and transaction capabilities facilitated through GroupSkoop, affiliates of GroupSkoop or merchants (“Merchants”) offering vouchers for sale (“Vouchers”) which may be exchanged for goods/services at Merchants and other third parties.

Consequently, GroupSkoop does not transfer legal ownership of items from the seller to the buyer.

GroupSkoop cannot guarantee the true identity, age, and nationality of a user. GroupSkoop encourages you to communicate directly with potential transaction partners through the tools available on the Site. You may also wish to consider using a third-party escrow service or services that provide additional user verification.

You agree that GroupSkoop is a venue and as such is not responsible or liable for any content, for example, data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, and links posted by you, other users, or outside parties on GroupSkoop. You use the GroupSkoop service at your own risk.

This Agreement sets forth the terms and conditions that apply to the use of this Site by the End User. By using this Site (other than to read this Agreement for the first time), End User agrees to comply with all of the terms and conditions hereof. The right to use this Site is personal to End User and is not transferable to any other person or entity. End User shall be responsible for protecting the confidentiality of End User’s password(s), if any. End User acknowledges that, although the Internet is often a secure environment, sometimes there are interruptions in service or events that are beyond the control of GroupSkoop, and GroupSkoop shall not be responsible for any data lost while transmitting information on the Internet. While it is GroupSkoop’s objective to make the Site accessible 24 hours per day, 7 days per week, the Site may be unavailable from time to time for any reason including, without limitation, routine maintenance. You understand and acknowledge that due to circumstances both within and outside of the control of GroupSkoop, access to the Site may be interrupted, suspended or terminated from time to time.

GroupSkoop shall have the right at any time to change or discontinue any aspect or feature of the Site, including, but not limited to, content, hours of availability and equipment needed for access or use. Further, GroupSkoop may discontinue disseminating any portion of information or category of information, may change or eliminate any transmission method and may change transmission speeds or other signal characteristics.

2. Membership Eligibility.

Age: GroupSkoop's services are available only to, and may only be used by, individuals who are 18 years and older who can form legally binding contracts under applicable law. You represent and warrant that you are at least 18 years old and that all registration information you submit is accurate and truthful. GroupSkoop may, in its sole discretion, refuse to offer access to or use of the Site to any person or entity and change its eligibility criteria at any time. This provision is void where prohibited by law and the right to access the Site is revoked in such jurisdictions.

Individuals under the age of 18 must at all times use GroupSkoop's services only in conjunction with and under the supervision of a parent or legal guardian who is at least 18 years of age. In this all cases, the adult is the user and is responsible for any and all activities.

3. Your Compliance.

You agree to comply with all local laws regarding online conduct and acceptable content. You are responsible for all applicable taxes. In addition, you must abide by GroupSkoop's policies as stated in the Agreement and the GroupSkoop policy documents listed below (if applicable to your activities on or use of the Site) as well as all other operating rules, policies and procedures that may be published from time to time on the Site by GroupSkoop, each of which is incorporated herein by reference and each of which may be updated by GroupSkoop from time to time without notice to you. In addition, some services offered through the Site may be subject to additional terms and conditions promulgated by GroupSkoop from time to time; your use of such services is subject to those additional terms and conditions, which are incorporated into this Agreement by this reference.

i. Password: Keep your password secure. You are fully responsible for all activity, liability and damage resulting from your failure to maintain password confidentiality. You agree to immediately notify GroupSkoop of any unauthorized use of your password or any breach of security. You also agree that GroupSkoop cannot and will not be liable for any loss or damage arising from your failure to keep your password secure. You agree not to provide your username and password information in combination to any other party other than GroupSkoop without GroupSkoop's express written permission.

ii. Account Information: You must keep your account information up-to-date and accurate at all times, including a valid email address. To sell items on GroupSkoop you mustalso provide and maintain a valid mailing address. Account Transfer: You may not transfer or sell your GroupSkoop account and User ID to another party. If you are registering as a business entity, you personally guarantee that you have the authority to bind the entity to this Agreement.

iii. Right to Refuse Service: GroupSkoop's services are not available to temporarily or indefinitely suspended GroupSkoop members. GroupSkoop reserves the right, in GroupSkoop's sole discretion, to cancel unconfirmed or inactive accounts. GroupSkoop reserves the right to refuse service to anyone, for any reason, at any time.

4. Modified Terms.

GroupSkoop reserves the right at all times to discontinue or modify any of our Terms of Use and/or our Privacy Policy as we deem necessary or desirable. Such changes may include, among other things, the adding of certain fees or charges. If GroupSkoop makes any substantial changes, we will notify you by sending you an e-mail to the e-mail address that is registered with your account and/or by posting notice of the change on the Site. Any changes to these Terms of Use will be effective upon the earlier of our dispatch of an e-mail notice to you or our posting of notice of the changes on our Site, provided that these changes will not apply to Vouchers purchased prior to the effective date of such changes. These changes will be effective immediately for new users of our Site and any Vouchers purchased by such new users. We suggest to you, therefore, that you re-read this important notice containing our Terms of Use and Privacy Policy from time to time in order that you stay informed as to any such changes. Any use of the Site by End User after such notice shall be deemed to constitute acceptance by End User of such modifications.

5. Fees and Services. Joining and setting up a shop on GroupSkoop is free. Listing a Skoop is also free. GroupSkoop charges fees as a percentage of the sale price when the item sells. When you list an item you have an opportunity to review and accept the fees that you will be charged. GroupSkoop's Fees Policy, which is subject to change, is incorporated into this Agreement by reference. Changes to the Fees Policy and the fees for GroupSkoop's services are effective after GroupSkoop provides you with at least fourteen (14) days' notice by posting the changes on the Site. However, GroupSkoop may choose to temporarily change the Fees Policy and the fees for GroupSkoop's services for promotional events (for example, special listing days); such changes are effective when GroupSkoop posts the temporary promotional event on the Site. GroupSkoop may, at GroupSkoop's sole discretion, change some or all of GroupSkoop's services at any time. In the event GroupSkoop introduces a new service, the fees for that service are effective at the launch of the service. Unless otherwise stated, all fees are quoted in US Dollars (USD).

GroupSkoop will deduct fees associated with Skoops prior to payment to the sellers. Fees will be charged only on valid Skoops that meet the minimum quantity requirements. Sellers will will charged fees on valid Skoops only.

6. Equipment.

End User shall be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of this Site and all charges related thereto. GroupSkoop shall not be liable for any damages to the End User’s equipment resulting from the use of this Site.

7. Fees and Termination.

If GroupSkoop terminates a listing or your account, if you close your account, or if the payment of your GroupSkoop fees cannot be completed for any reason, you remain obligated to pay GroupSkoop for all unpaid fees plus any penalties, if applicable. If the seller's account is not paid in full and becomes past due, the seller risks penalties such as the suspension of privileges and/or termination of the account and other collection mechanisms (including retaining collection agencies and legal counsel). If you have a question or wish to dispute a charge, contact us.

8. End User Conduct.

This Site and any individual sites or merchant-specific, city-specific, or state-specific sites now or hereinafter contained within or otherwise available through external hyperlinks with our Site (the “Microsites”) are private property. All interactions on this Site and/or the Microsites must comply with these Terms of Use. Although we welcome and encourage user interaction on our Site, we do insist and require that all end users restrict any and all activity in connection with the use of this Site and the Microsites to that which involves lawful purposes only. End User shall not post or transmit through this Site any material which violates or infringes in any way upon the rights of others, or any material which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law, or which, without GroupSkoop’s express prior, written approval, contains advertising or any solicitation with respect to products or services. Any conduct by an End User that in GroupSkoop’s exclusive discretion restricts or inhibits any other End User from using or enjoying this Site and/or any of the Microsites is strictly prohibited. End User shall not use this Site or any of the Microsites to advertise or perform any commercial, religious, political or non-commercial solicitation, including, but not limited to, the solicitation of users of this Site and/or the Microsites to become users of other on or offline services directly or indirectly competitive or potentially competitive with GroupSkoop.

The foregoing provisions of this Section 4 apply equally to and are for the benefit of GroupSkoop, its subsidiaries, affiliates, Merchants and its third-party content providers and licensors, and each shall have the right to assert and enforce such provisions directly or on its own behalf.

9. Copyright and Trademarks.

Everything located on or in this Site, including the Microsites, is the exclusive property of GroupSkoop, LLC or used with express permission of the copyright and/or trademark owner. ANY COPYING, DISTRIBUTING, TRANSMITTING, POSTING, LINKING, DEEP LINKING, OR OTHERWISE MODIFYING OF THIS SITE OR ANY OF THE MICROSITES WITHOUT THE EXPRESS WRITTEN PERMISSION OF GROUPSKOOP, LLC IS STRICTLY PROHIBITED. Any violation of this policy may result in a copyright, trademark or other intellectual property right infringement that may subject End User to civil and/or criminal penalties.

This Site and any Microsites contain copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of the Site are protected by copyright as a collective work under the United States copyright laws. GroupSkoop owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. End User may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part. End User may download, print, and/or save copyrighted material for End User’s personal use only. Except as otherwise expressly stated under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material without the express permission of GroupSkoop or the copyright owner is permitted. If copying, redistribution or publication of copyrighted material is permitted, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. End User acknowledges that he/she/it does not acquire any ownership rights by downloading copyrighted material. Trademarks that are located within or on the Site or a Microsite otherwise owned or operated in conjunction with GroupSkoop shall not be deemed to be in the public domain but rather the exclusive property of GroupSkoop, unless such site is under license from the Trademark owner thereof, in which case such license is for the exclusive benefit and use of GroupSkoop unless otherwise stated.

End User shall not upload, post or otherwise make available on this 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. GroupSkoop does not have any express burden or responsibility to provide End User with indications, markings or anything else that may aid End User in determining whether the material in question is copyrighted or trademarked. End User shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights or any other harm resulting from such a submission. By submitting material to any public area of this Site or any Microsite, End User warrants that the owner of such material has expressly granted GroupSkoop the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material. End User also permits any other end user to access, view, store or reproduce the material for that End User’s personal use. End User hereby grants GroupSkoop the right to edit, copy, publish and distribute any material made available on this Site or any Microsite by End User.

The foregoing provisions of Section 9 apply equally to and are for the benefit of GroupSkoop, its subsidiaries, affiliates, Merchants and its third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf.

i. Listing Description: By listing an item on the Site you warrant that you and all aspects of the item comply with GroupSkoop's published policies. You also warrant that you may legally sell the item. You must accurately describe your item and all terms of sale in your GroupSkoop listing. Your listings may only include text descriptions, graphics, pictures and other content relevant to the sale of that item. All items must be listed in an appropriate category with appropriate tags. Each listing must accurately and completely describe the item/items for sale in that listing. If the "in stock" quantity is more than one, all items in that listing must be identical. Each unique item must have its own listing.

ii. Seller Policies: All sellers are urged to outline their own specific policies for their GroupSkoop listing. These policies may include, for example, shipping, returns, payment and selling policies. Sellers must create reasonable policies in good faith and must abide by such policies. All policies must comply with GroupSkoop's site-wide policies. Sellers are responsible for enforcing their own reasonable policies. GroupSkoop reserves the right to request that a seller modify a listing` policy.

iii. Binding Sale: All sales are binding. The seller is obligated to ship the order or otherwise complete the transaction with the buyer in a prompt manner, unless there is an exceptional circumstance, such as: (a) the buyer fails to meet the terms of the seller's listing (such as payment method), or (b) the seller cannot authenticate the buyer's identity. The buyer is obligated to deliver appropriate payment for items purchased, unless there is an exceptional circumstance.

iv. Fee Avoidance: The price stated in each item listing description must be an accurate representation of the sale. Sellers may charge reasonable shipping and handling fees to cover the costs for packaging and mailing the items. Sellers may not charge excessive shipping fees or otherwise avoid fees. You may not alter the item's price after a sale for the purpose of avoiding GroupSkoop transaction fees, misrepresent the item's location, or use another user's account without permission.

v. Right to Terminate: GroupSkoop reserves the right to terminate its agreement with any End User who repeatedly infringes third-party copyright rights upon prompt notification to GroupSkoop by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that a copyrighted work has been copied and posted via the Site or any Microsite in a way that constitutes copyright infringement, you shall provide GroupSkoop with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work; (b) an identification and location on the Site or any Microsite of the copyrighted work that you claim has been infringed; (c) a written statement by you that you have a good faith belief that the disputed use is not authorized by the owner, its agent, or the law; (d) your name and contact information, such as telephone number or e-mail address; and (e) a statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for GroupSkoop’s Copyright Agent for notice of claims of copyright infringement is as follows:

GroupSkoop, LLC
support@groupskoop.com

10. Content

License:GroupSkoop does not claim ownership rights in your Content. You grant GroupSkoop a license solely to enable GroupSkoop to use any information or Content you supply GroupSkoop with, so that GroupSkoop is not violating any rights you might have in that Content. You grant GroupSkoop a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright, publicity, and database rights (but no other rights) you have in the Content, in any media now known or not currently known, with respect to your Content. You agree to allow GroupSkoop to store or re-format your Content on GroupSkoop and display your Content on GroupSkoop in any way as GroupSkoop chooses. GroupSkoop will only use personal information in accordance with GroupSkoop's Privacy Policy.

As part of a transaction, you may obtain personal information, including email address and shipping information, from another GroupSkoop user. Without obtaining prior permission from the other user, this personal information shall only be used for that transaction or for GroupSkoop-related communications. GroupSkoop has not granted you a license to use the information for unsolicited commercial messages. Without limiting the foregoing, without express consent from the user, you are not licensed to add any GroupSkoop user to your email or physical mail list. For more information, see GroupSkoop's Privacy Policy.

Re-Posting Content: By posting Content on GroupSkoop, it is possible for an outside website or a third party to re-post that Content. You agree to hold GroupSkoop harmless for any dispute concerning this use. If you choose to display your own GroupSkoop-hosted image on another website, the image must provide a link back to its listing page on GroupSkoop.

Idea Submissions: GroupSkoop considers any unsolicited suggestions, ideas, proposals or other material submitted to it by users via the Site or otherwise (other than the Content and the tangible items sold on the Site by users) (collectively, the "Material") to be non-confidential and non-proprietary, and GroupSkoop shall not be liable for the disclosure or use of such Material. If, at GroupSkoop's request, any member sends Material to improve the site (for example through the Forums or to customer support), GroupSkoop will also consider that Material to be non-confidential and non-proprietary and GroupSkoop will not be liable for use or disclosure of the Material. Any communication by you to GroupSkoop is subject to this Agreement. You hereby grant and agree to grant GroupSkoop, under all of your rights in the Material, a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully-paid, sublicensable and transferable right and license to incorporate, use, publish and exploit such Material for any purpose whatsoever, commercial or otherwise, including but not limited to incorporating it in the API, documentation, or any product or service, without compensation or accounting to you and without further recourse by you.

11. Disclaimer of Warranty.

END USER EXPRESSLY AGREES THAT USE OF THIS SITE AND THE MICROSITES IS AT END USER’S SOLE RISK. NEITHER GROUPSKOOP, ITS AFFILIATES NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS, MERCHANTS, THIRD-PARTY CONTENT PROVIDERS OR LICENSORS, OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, WARRANT THAT USE OF THE SITE OR ANY MICROSITE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO (I) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THIS SITE, OR ANY MICROSITE, OR (II) THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICE OR VOUCHERS PROVIDED THROUGH THIS SITE OR THE MICROSITES.

THIS SITE AND THE MICROSITES ARE MADE ACCESSIBLE ON AN “AS IS” AND “AS AVAILABLE”BASIS. GROUPSKOOP HEREBY DISCLAIMS ANY AND ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THOSE OF TITLE NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE.

12. Limitation of Liability.

IN NO EVENT SHALL GROUPSKOOP, AND (AS APPLICABLE) GROUPSKOOP'S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES OR GROUPSKOOP'S SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SITE, GROUPSKOOP'S SERVICES, OR THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, LOST PROFITS, BODILY INJURY, EMOTIONAL DISTRESS, OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES.

GROUPSKOOP'S LIABILITY, AND (AS APPLICABLE) THE LIABILITY OF GROUPSKOOP'S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO GROUPSKOOP IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $100. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

13. No Warranty.

GROUPSKOOP, GROUPSKOOP'S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND GROUPSKOOP'S SUPPLIERS PROVIDE GROUPSKOOP'S WEB SITE AND SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. GROUPSKOOP, GROUPSKOOP'S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES AND GROUPSKOOP'S SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM GROUPSKOOP SHALL CREATE ANY WARRANTY. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.

14. Indemnity.

End User agrees to defend, indemnify and hold harmless GroupSkoop, its affiliates and their respective directors, officers, employees and agents from and against all claims and expenses, including attorneys’ fees, arising out of or related to any products or services purchased by End User in connection with the Site or any Microsites.

End User is solely responsible for interactions with Merchants and other users of the Site or Microsites. To the extent permitted under applicable laws, End User hereby releases GroupSkoop from any and all claims or liability related to any product or service of a Merchant, any action or in-action by Merchant, including Merchant’s failure to comply with applicable law and/or failure to abide by the terms of a Voucher, and any conduct or speech, whether online or offline, of any other user.

In connection with the foregoing release, End User hereby waives California Civil Code Section 1542 (and any similar provision in any other 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.”

15. Legal Compliance; Taxes.

You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of the Site and any GroupSkoop service and, if applicable, your listing, purchase, solicitation of offers to purchase, and sale of items. In addition, you shall be responsible for paying any and all taxes applicable to any purchases or sales of items you make on the Site (excluding any taxes on GroupSkoop's net income).

16. Monitoring.

GroupSkoop shall have the right, but not the obligation, to monitor the content of the Site and any Microsites at all times, including any chat rooms and forums that may hereinafter be included as part of the Site, to determine compliance with this Agreement and any operating rules established by GroupSkoop, as well as to satisfy any applicable law, regulation or authorized government request. Without limiting the foregoing, GroupSkoop shall have the right, but not the obligation, to remove any material that GroupSkoop, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable.

17. Meetings.

Users may arrange and attend online virtual meetings or in-person meetings ("Meetings") with one or more individuals. Users are solely responsible for interactions with others. Users must comply with GroupSkoop's policies and acknowledge and agree to comply with the laws of the city, county and country in which the Meeting occurs. Additional eligibility requirements for a particular group or Meeting may be set by the group's contact person. GroupSkoop is not involved with user generated groups, the groups' requirements, or the Meetings.

GroupSkoop does not supervise or control the Meetings, user-initiated online or offline gatherings, or the interactions among and between users and other persons or companies. Users are solely responsible for interactions with others. Users understand that GroupSkoop does not in any way screen its users. All users agree to exercise caution and good judgmentin all interactions with others, particularly if meeting offline or in person.

Groups or User Fees:Some user-generated groups on GroupSkoop may require or request that users pay fees in order to be a member of the group, participate in a promotion, or participate in Meetings. GROUPSKOOP IS NOT INVOLVED IN THE TRANSACTIONS, THE PAYMENTS OR THEIR PROCESSING. THE PAYMENT DOES NOT GO TO GROUPSKOOP; THIS MONEY IS SEPARATE FROM ANY FEES OR CHARGES ASSESSED BY GROUPSKOOP, AND GROUPSKOOP HAS NO CONTROL OVER THE MONEY, THE USER-GENERATED GROUPS, PROMOTIONS, THE MEETINGS, OR THE LEADER OF THE GROUP IN CONNECTION WITH ITS USE. YOU ACKNOWLEDGE AND AGREE THAT GROUPSKOOP IS NEITHER INVOLVED NOR A PARTY IN ANY PAYMENT, TRANSACTION OR INTERACTION BETWEEN OR AMONG USER-GENERATED GROUPS, GROUPSKOOP USERS AND/OR THIRD PARTIES (together a "Third Party Transaction"), AND THAT YOU BEAR ALL RISK IN CONNECTION WITH YOUR THIRD PARTY TRANSACTIONS. Users should use common sense and be careful in deciding whether to contribute money.


18. Privacy.

End User acknowledges that all discussion for ratings, comments, bulletin board service, chat rooms and/or other message or communication facilities (collectively “Communities”) are public and not private communications, and that, therefore, others may read End User’s communications without End User’s knowledge. GroupSkoop does not control or endorse the content, messages or information found in any Community, and, therefore, GroupSkoop specifically disclaims any liability concerning the Communities and any actions resulting from End Users’ participation in any Community, including any objectionable content. Generally, any communication which End User posts to GroupSkoop (whether in chat rooms, discussion groups, message boards or otherwise) is considered to be non-confidential. If particular web pages permit the submission of communications that will be treated by GroupSkoop as confidential, that fact will be stated on those pages. By posting comments, messages or other information on the Site or any Microsite, End User grants GroupSkoop the right to use such comments, messages or information for promotions, advertising, market research or any other lawful purpose without territorial, time or other limitation. For more information see GroupSkoop’s Privacy Policy.

19. License Grant.

By posting communications on or through this Site or any Microsite, End User shall be deemed to have granted to GroupSkoop a royalty-free, perpetual, irrevocable, non-exclusive license to use, reproduce, modify, publish, edit, translate, distribute, perform, and display the communication alone or as part of other works in any form, media, or technology whether now known or hereafter developed without territorial or time limitations, and to sublicense such rights through multiple tiers of sublicensees.

20. Termination.

GroupSkoop may terminate this Agreement at any time. Without limiting the foregoing, GroupSkoop shall have the right to immediately terminate or suspend any passwords or accounts of End User in the event of any conduct by End User or which GroupSkoop, in its sole discretion, considers to be unacceptable, or in the event of any breach by End User of this Agreement. The provisions of Sections 5, 9, 10, 11, 12, 13 and 14 will survive termination of this Agreement.”

21. Third-Party Content.

GroupSkoop, similar to an Internet Service Provider, is a distributor (and not a publisher) of content supplied by third parties and End Users. Accordingly, GroupSkoop has no more editorial control over such content than does a public library, bookstore or newsstand. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information providers, or any other end users are those of the respective author(s) or distributor(s) and not of GroupSkoop.

In many instances, the content available through this Site represents the opinions and judgments of the respective information provider, end user, or other user not under contract with GroupSkoop. GroupSkoop neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, or statement made on GroupSkoop by anyone other than authorized GroupSkoop employee spokespersons while acting in official capacities. Under no circumstances will GroupSkoop be liable for any loss or damage caused by an end user’s reliance on information obtained through GroupSkoop. It is the responsibility of End User to evaluate the accuracy, completeness, or usefulness of any information, opinion, advice, etc., or other content available through GroupSkoop.

GroupSkoop contains links to third-party websites maintained by other content providers. These links are provided solely as a convenience to you and not as an endorsement by GroupSkoop of the contents on such third-party sites, and GroupSkoop hereby expressly disclaims any representations regarding the content or accuracy of materials on such third-party websites. If End User decides to access linked third-party websites, End User does so at its own risk. Unless you have executed a written agreement with GroupSkoop expressly permitting you to do so, you may not provide a hyperlink to the Site or any Microsite from any other website. GroupSkoop reserves the right to revoke its consent to any link at any time in its sole discretion.

22. Arbitration.

By using this Site, End User agrees that: (1) any claim, dispute, or controversy End User may have against GroupSkoop arising out of, relating to, or connected in any way with this Agreement, this Site, or any Microsite, or the purchase or sale of any Voucher(s), shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association (“AAA”) and conducted before a single arbitrator pursuant to the applicable Rules and Procedures established by AAA (“Rules and Procedures”); (2) the arbitration shall be held at a location determined by AAA pursuant to the Rules and Procedures (provided that such location is reasonably convenient for End User), or at such other location as may be mutually agreed upon by End User and GroupSkoop; (3) the arbitrator shall apply Illinois law consistent with the Federal Arbitration Act and applicable statutes of limitations, and shall honor claims of privilege recognized at law; (4) there shall be no authority for any claims to be arbitrated on a class or representative basis; arbitration can decide only the End User’s and/or GroupSkoop’s individual claims; and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; (5) in the event that the End User is able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, GroupSkoop will pay as much of the End User’s filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive; and (6) with the exception of subpart (4) above, if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures established by AAA, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, subpart (4) is found to be invalid, unenforceable or illegal, then the entirety of this Arbitration Provision shall be null and void, and neither End User nor GroupSkoop shall be entitled to arbitrate their dispute. For more information on AAA and its Rules and Procedures, End Users may visit the AAA website at http://www.adr.org.


24. Miscellaneous.

This Agreement, including the Terms of Sale set forth below (which are incorporated into this Agreement), and any operating rules for GroupSkoop established by GroupSkoop, constitute the entire agreement of the parties with respect to the subject matter hereof. No waiver by either party of any breach or default hereunder is a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall be of no legal force or effect. If any provision of this Agreement is held invalid by a court of competent jurisdiction, such invalidity shall not affect the enforceability of any other provisions contained in this Agreement, and the remaining portions of this Agreement shall continue in full force and effect. The failure of either party to exercise any of its rights under this Agreement shall not be deemed a waiver or forfeiture of such rights or any other rights provided hereunder.

25. Disclosures.

The services hereunder are offered by GroupSkoop Inc., located in Los Angeles, California. If you are a California resident, you may have this same information emailed to you by sending a letter to the foregoing address with your email address and a request for this information.

II.TERMS OF SALE

All vouchers printed from the Site or any Microsite, or any other website associated with GroupSkoop (hereinafter “Vouchers”) are promotional vouchers that may be purchased from participating merchants (“Merchants”) through GroupSkoop to be used in exchange for goods and services at a discount from their actual cost. By placing an order for a Voucher from a Merchant through GroupSkoop, you make an offer to purchase the Vouchers you have selected on the terms and conditions stated below. For more information about our collection of personal information, please view our Privacy Policy. You are required to create an account in order to purchase any Voucher. This is required so we can provide you with easy access to print your orders, view your past purchases, modify your preferences, and to ensure permissible use of the Voucher.

The Voucher you purchase through GroupSkoop is redeemable for goods or services by the Merchant. The Merchant, not GroupSkoop, is the seller of the Voucher and the goods and services and is solely responsible for redeeming any Voucher you purchase. GroupSkoop sells a Voucher that can be redeemed in connection with your purchase of the goods or services from Merchant.

1. Terms and Conditions for Non-Restaurant Merchant Vouchers

* Merchant Voucher may be applied only to merchandise sold by Merchant, and may not be applied to shipping or handling charges.
* Limit one (1) Voucher per redemption. Only one Voucher can be used per order unless otherwise specified by Merchant.
* The issuing of credit is at the sole discretion of the Merchant unless otherwise required by law.
* Neither GroupSkoop nor the Merchant is responsible for lost or stolen Vouchers or Voucher’s reference number.
* Voucher cannot be combined with any other vouchers, third party certificates, coupons, or promotions, unless otherwise specified by Merchant.
* Reproduction, sale or trade of this Voucher is prohibited unless done so in compliance with applicable law. 

Additional Terms and Conditions for All GroupSkoop Vouchers.

All Vouchers shall be subject to the terms and conditions of GroupSkoop and the participating Merchant. The Merchant is the seller of the goods or services which you are purchasing.

The holder and issuer of a Merchant Voucher is the Merchant. As a holder and issuer of the Voucher, the Merchant shall be fully responsible for any and all injuries, illnesses, damages, claims, liabilities and costs suffered by or in respect of a customer, caused in whole or in part by the Restaurant or the Merchant, as well as for any unclaimed property liability arising from unredeemed Vouchers or portions thereof. You waive, and release GroupSkoop and its officers, directors, employees and agents from, any claim, liabilities, damages, or injury arising from or related to any act or omission of Merchant in connection with a Voucher or the services/goods provided in connection therewith and/or as it relates to compliance with applicable unclaimed property and other laws relating to the redemption of the Vouchers or any portion thereof. Merchant Vouchers are redeemable in their entirety and on a one time basis only and may not be redeemed incrementally.

According to applicable law, the Merchant may be responsible for allowing you to redeem your Voucher for the cash value based on the money you actually paid for your Voucher (i.e. if you paid $20 for a Voucher which gives you $50 of value to the Merchant, the cash value that you paid is $20, not $50), for a period of time that extends beyond the expiration date on the Voucher. While the expiration date on the Voucher dictates the last date that you can use your Voucher at Merchant for the promotional offer stated on the GroupSkoop, applicable law may provide that the Merchant is responsible for honoring the cash value that you paid for your Voucher for a period of time beyond the expiration date stated on the Voucher. In other words, you should be allowed to redeem the cash value (or purchase price) of your Voucher up until the greater of: (1) the Voucher’s expiration date; or (2) the minimum length of time allowed by applicable law for a Voucher to expire. In the event that you have an expired Voucher and would like to redeem it for the price you paid to acquire it, please contact the Merchant. Once again, the Merchant should allow such redemption if applicable law requires it, and we have instructed the Merchant to do so. If you have gone to the Merchant and the Merchant has refused to redeem the cash value of your expired Voucher, and if applicable law entitles you to such redemption, then please contact GroupSkoop [and explain your situation in writing] and GroupSkoop will refund the purchase price of the Voucher in either U.S. Dollars or credit for purchases of future Vouchers from GroupSkoop (presently known as “Gs”).