This merchant terms and conditions is entered into and becomes effective at the time of acceptance/submission of "approved" by email between Fund2Save LLC. dba. PushSave, “PushSave” and the merchant “MERCHANT” as provided below.
WHEREAS, PushSave develops and delivers online mobile coupons and coupon books, WHEREAS, MERCHANT agrees to provide PushSave quality discount savings and promotional coupons to be marketed through the PushSave mobile coupon book. NOW, THEREFORE, SPONSOR and PushSave hereby agree as follows:
TERM. This Agreement shall commence on the day of the MERCHANT's email reply to PushSave stating "approved" and is mutually agreed upon and does include these terms and conditions, which may be modified periodically unless either party provides the other party with a thirty (30) day prior written notice of termination.
Marketing Rights. Merchant hereby grants PushSave a license to market Merchant’s discounted savings, promotions, products and services through this agreement.
Merchant will provide a high-resolution logo in appropriate formats, marketing messaging, promotional images and discounted savings as required to establish a “deal pack” as part of this.
Merchant will honor the discounted savings, promotions, products and services related to this agreement and for the duration of this agreement and for twelve (12) months following the termination of this agreement.
INDEMNITY. PushSave does hereby indemnify and hold Merchant harmless from and against any and all claims, causes, demands, losses, liabilities, costs, damages, expenses and fees, including without limitation, court costs and reasonable attorneys' fees incurred, related to or arising in any manner from or out of the performance or failure of performance by PushSave of any of its duties under this Agreement. Merchant does hereby indemnify and hold PushSave harmless against any and all claims, causes, demands, losses, liabilities, costs, damages, expenses and fees including without limitation, court costs and reasonable attorneys' fees, incurred, related to or arising in any manner from and out of the performance or failure of performance by Merchant of any of its duties under this Agreement. The mutual indemnifications made in this section shall survive the expiration of this Agreement for a period of two (2) years.
LIMITATION OF LIABILITY. In no event shall PushSave be liable for any loss of profit, punitive, special, incidental, consequential or other indirect damages under a cause of action arising out of or relating to this agreement, including, without limitation, claims arising from malfunction or defects in the products or services or non-delivery/non-accessibility of the services, even if PushSave has been advised of the possibility of such damages. In no event shall PushSave’s total liability for any claims arising out of this agreement exceed the amount paid to PushSave by subscribers attributable to Merchant within one year of the written notice of the claim. In no event shall Merchant’s total liability for any claims arising out of this agreement exceed the amount paid to PushSave by subscribers attributable to Merchant within one year of the notice of the claim. No claim may be brought by Merchant under this agreement more than one (1) year after the accrual of such claim.
The Parties hereto acknowledge that, in the course of performing their obligations under this Agreement, certain Confidential Information of the Parties may be disclosed to it, and agrees that they will not, except as otherwise specifically contemplated by this Agreement, disclose to any person or entity or use for its own benefit any such Confidential Information. "Confidential Information" means all information concerning or related to the business, operations, financial condition or prospects of the Parties, regardless of the form in which such information appears and whether or not such information has been reduced to tangible form, and specifically includes: (i) all information regarding the officers, directors, employees, equity holders, content providers, suppliers, distributors, sales representatives and Licensees of the Parties, in each case whether present or prospective; (ii) all inventions, discoveries, trade secrets, processes, techniques, methods, formulae, ideas and know-how of the Parties; and (iii) all financial statements, audit reports, budgets and business plans or forecasts of the Parties. Confidential Information does not include information which is or becomes generally known to the public through sources other than the Parties, or information which the Parties lawfully obtain from a source other than the Parties, so long as such source has no obligation of confidentiality to the Parties, or any information needed to provide said services as are required by the parties pursuant to this Agreement.
Each party acknowledges that the other would be irreparably damaged if either does not perform any of the provisions of this Section in accordance with the specific terms. Accordingly, each party is entitled to an injunction or injunctions to prevent breaches of this Section by the other party and has the right to specifically enforce this Section against the other party in addition to any other remedy to which it may be entitled at law or in equity. If any court determines that the restraints provided in this Section are too broad as to time or subject matter, these may be reduced to whatever extent the court deems reasonable and appropriate, and the covenants contained in this Section will be enforced as to such reduced time or subject matter. The obligations of each of the parties under this Section will survive any termination of this Agreement for a period of two (2) years but shall end as provided herein.
MODIFICATIONS: Agreement may not be released, discharged, or modified by the Merchant except by an instrument in writing signed by both parties. PushSave may amend and modify this Agreement by updating it here at pushsave.com help center labeled Merchant Terms and Conditions.
NOTICES. All notices required or permitted to be given by one party to the other under this Agreement will be sufficient if sent by certified mail, return receipt requested or by email with acknowledgment of receipt by response from the receiving party.