Terms and Conditions

Terms of Use

Updated December 2020

Welcome to the PerfectGift Site (defined below). By using it,you agree to these Terms of Use and our Privacy Statement www.perfectgift.com/privacy.Please read them carefully.

Please contact us at corp@perfectgift.com to report any violationof these Terms of Use or to pose any questions regarding them.

 

Acceptance

PerfectGift, LLC, (“PerfectGift,” “PG,” “we,” “us,” “our”)provides certain services relating to the bulk sale to, and purchase andreceipt by, individuals (1) on behalf of themselves and (2) authorized onbehalf of duly formed businesses and associations (“Entities”) of gift cards,in physical and/or electronic form (“Gift Cards,” “Cards”) through our websitelocated atwww.perfectgift.com; the mobile version ofthis website, and any other websites we have now or in the future thatreference these Terms of Use (collectively, the “Site”).

By visiting or completing a transaction on the Site, you representand warrant that you are authorized to agree and agree, (1) on behalf ofyourself and (2) on behalf of the Entity for which you are an authorizedrepresentative ((1) and (2) collectively, “you”), to these Terms of Use and anyadditional terms applicable to certain services or programs in which you mayelect to participate. You also agree to our Privacy Statement, incorporatedherein by reference and located at www.perfectgift.com/privacy (“PrivacyStatement”), and you acknowledge that you will regularly visit the Terms of Useand our Privacy Statement to familiarize yourself with any and all updates. ThePrivacy Statement, together with these Terms of Use, and any other termscontained herein or incorporated herein by reference, are collectively referredto as “Terms of Use.” The term “using” also includes any person or entity thataccess or uses the Site with crawlers, robots, data mining, or extraction toolsor any other functionality.

IF YOU DO NOT AGREE TO THESE TERMS OF USE, IMMEDIATELY STOPUSING THE SITE AND DO NOT USE ANY PERFECTGIFT SERVICE, PARTICIPATE IN ANYPROGRAM, OR PURCHASE OR RECEIVE ANY PRODUCT, GOOD, OR SERVICE OFFERED THROUGHTHE SITE.

PLEASE REVIEW THE FOLLOWING SECTIONS OF THESE TERMS OF USECAREFULLY: (A) DISPUTE RESOLUTION/ARBITRATION AGREEMENT, (B) LIMITATION OFLIABILITY, AND (C) INDEMNIFICATION/RELEASE.

Modification

We reserve the right, at our sole discretion, to discontinue,change, or modify portions of these Terms of Use at any time. If we do this, wewill post the changes and will indicate the date these terms were last revised.Your continued use of the Site after the date any such changes become effectiveconstitutes your acceptance of the new Terms of Use. Any changes to these Termsof Use will be effective upon posting; provided that these changes will beprospective only and not retroactive. If you do not agree to the changes, youshould cancel your enrollment and you should not use the Site or any servicesoffered through the Site after the effective date of the changes. You agreethat our posting of any changes on the Terms of Use page is adequate notice toadvise you of these changes.

In addition, when using certain services, you will be subject toany additional terms applicable to such services that may be posted on thisSite from time to time. All such terms are hereby incorporated by referenceinto these Terms of Use.

 

Access and Use of the Site

About the Site

The Site has information about our company and the services weprovide. It also serves as a platformdesigned to allow you to purchase and receive Cards, in bulk and for the solepurpose of redistribution and end use and not for resale. Additional Terms ofService apply to your purchase of these services which you can review at www.perfectgift.com/terms-of-service. In the event of a conflict between theseWebsite Terms of Use and the Terms of Service with respect to the purchase,sale, or use of any of our products or services, the Terms of Service willprevail.

Ownership of the Site;License to use the Site

The Site, any content on the Site, and the infrastructure usedto provide the Site are proprietary to us, our affiliates, merchants, and othercontent providers. By using the Site and thus accepting these Terms of Use: (a)PG grants you a limited, nontransferable, nonexclusive, revocable license touse the Site pursuant to these Terms of Use and pursuant to any additionalterms and policies set forth by PG; and (b) you agree not to reproduce,distribute, create derivative works from, publicly display, publicly perform,license, sell, or re-sell any content, software, products, or services obtainedfrom or through the Site without the express permission of PG.

Access to the Site

PG retains theright, at our sole discretion, to deny service or use of the Site or an accountto anyone at any time and for any reason. Although we use reasonable efforts tokeep the Site and your account accessible, the Site and/or your enrollment maybe unavailable from time to time. You understand and agree that there may beinterruptions in service or events, Site access, or access to your enrollmentdue to circumstances both within our control (e.g., routine maintenance) and outsideof our control. You agree that PG will not be liable to youor to any third party for any modification, suspension, or discontinuance ofthe Site or the services offered through it.

Use of the Site

As conditions of your use ofthe Site, and in addition to other conditions set forth in these Terms of Use,you agree that:

(i) You are of sufficient age, and are legally authorized, toregister and use this Site, and to use PG’s products and services, as specifiedin these Terms of Use;

(ii) You are able to create a binding legal obligation;

(iii) You are not barred from receiving products or servicesunder applicable law;

(iv) You will not attempt to use the Site with crawlers, robots,data mining, or extraction tools or any other functionality;

(v) Your use of the Site will at all times comply with theseTerms of Use;

(vi) You will use the Site only for legitimate transactions thatcomply with the letter and spirit of the terms of the respective offers;

(vii) You have the right to provide any and all information yousubmit to the Site, and all such information is accurate, true, current, andcomplete;

(viii) You will update and correct information you havesubmitted to the Site and ensure that it is accurate at all times (out-of-dateinformation will invalidate your enrollment); and,

(ix) You will only make purchases, receive benefits, orotherwise participate in programs through the Site by enrolling on theSite. Separate Terms of Service apply.

 

Additional Conditions of Use

User Conduct

You are solely responsible for all images, information, text,photographs, graphics, messages, or other materials (“content”) that youupload, post, publish, or display (hereinafter, “upload”) or email or otherwiseuse via the Site. The following are examples of the kind of content and/or usethat is illegal or prohibited by PG. You agree not to use the Site or theservices offered through the Site to:

(i) email or otherwise upload any content that (A) infringes anyintellectual property or other proprietary rights of any party; (B) you do nothave a right to upload under any law or under contractual or fiduciaryrelationships; (C) contains software viruses or any other computer code, files,or programs designed to interrupt, destroy, or limit the functionality of anycomputer software or hardware or telecommunications equipment; (D) poses orcreates a privacy or security risk to any person; (E) constitutes unsolicitedor unauthorized advertising, promotional materials, commercial activitiesand/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,”“contests,” “sweepstakes,” or any other form of solicitation; (F) is unlawful,harmful, threatening, abusive, harassing, tortious, excessively violent,defamatory, vulgar, obscene, pornographic, libelous, invasive of another’sprivacy, hateful racially, ethnically or otherwise objectionable; or (G) in thesole judgment of PG, is objectionable or which restricts or inhibits any otherperson from using or enjoying the Site, or which may expose PG or its users toany harm or liability of any type;

(ii) interfere with or disrupt the Site or servers or networksconnected to the Site, or disobey any requirements, procedures, policies, orregulations of networks connected to the Site;

(iii) violate any applicable local, state, federal, orinternational law, or any regulations having the force of law;

(iv) impersonate any person or entity, or falsely state orotherwise misrepresent your affiliation with a person or entity;

(v) solicit personal information from anyone under the age of18;

(vi)  harvest or collect email addresses or other contactinformation of other users from the Site by electronic or other means for thepurposes of sending unsolicited emails or other unsolicited communications;

(vii) further or promote any criminal activity or enterprise orprovide instructional information about illegal activities; or

(viii) obtain or attempt to access or otherwise obtain anymaterials or information through any means not intentionally made available orprovided for through the Site.

PG reserves the right toinvestigate and take appropriate legal action against anyone who, in PG’s solediscretion, violates this provision, including without limitation, removing theoffending content from the Site, suspending, or terminating the enrollment ofsuch violator(s) and reporting the violator(s) to law enforcement.

User Content

With respect to the content or other materials you uploadthrough the Site or share with other users or recipients (collectively, “UserContent”), you represent and warrant that you own all right, title, andinterest in and to such User Content, including, without limitation, allcopyrights, and you grant PG and its affiliated companies a nonexclusive,worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual,irrevocable license to copy, display, upload, perform, distribute, store,modify, and otherwise use your User Content in connection with the operation ofthe Site or services offered through the Site or the promotion, advertising, ormarketing thereof, in any form, medium, or technology now known or laterdeveloped.

You acknowledge and agree that any questions, comments,suggestions, ideas, feedback, or other information about the Site(“Submissions”), provided by you to PG are non-confidential, and PG is entitledto the unrestricted use and dissemination of these Submissions for any purpose,commercial or otherwise, without acknowledgment or compensation to you.

You acknowledge and agree that PG may preserve content and mayalso disclose content if required to do so by law or in the good faith beliefthat such preservation or disclosure is reasonably necessary to: (a) complywith legal process, applicable laws, or government requests; (b) enforce theseTerms of Use; (c) respond to claims that any content violates the rights ofthird parties; or (d) protect the rights, property, or personal safety of PG,its users, and the public. You understand that the technical processing andtransmission of the Site, including your content, may involve (a) transmissionsover various networks; and (b) changes to conform and adapt to technicalrequirements of connecting networks or devices.

Third Party Material

Under no circumstances will PG be liable in any way for anycontent or materials of any third parties (including users), including, but notlimited to, for any errors or omissions in any content, or for any loss ordamage of any kind incurred as a result of the use of any such content. Youacknowledge that PG does not pre-screen content, but that PG and its designeeshave the right (but not the obligation) in their sole discretion to refuse orremove any content that is available via the Site. Without limiting theforegoing, PG and its designees have the right to remove any content thatviolates these Terms of Use or is deemed by PG, in its sole discretion, to beotherwise objectionable. You agree that you must evaluate, and bear all risksassociated with, the use of any content, including any reliance on theaccuracy, completeness, or usefulness of such content.

Third Party Websites

The Site may provide, or third parties may provide, links orother access to other sites and resources on the Internet. PG has no controlover such sites and resources and PG is not responsible for and does notendorse such sites and resources. You further acknowledge and agree that PG isnot be responsible or liable, directly or indirectly, for any damage or losscaused or alleged to be caused by or in connection with use of or reliance onany content, events, goods, or services available on or through any such siteor resource.  Any dealings you have with third parties found whileusing the Site are between you and the third party, and you agree that PG isnot liable for any loss or claim that you may have against any such thirdparty.

Intellectual Property Rights

Service Content, Software and Trademarks

You acknowledge and agree that the Site may contain content orfeatures (“Service Content”) that are protected by copyright, patent,trademark, trade secret, or other proprietary rights and laws. Except asexpressly authorized by PG, you agree not to modify, copy, frame, scrape, rent,lease, loan, sell, distribute, or create derivative works based on the Site orthe Service Content, in whole or in part, except that the foregoing does notapply to your own User Content (as defined above) that you legally upload tothe Site. In connection with your use of the Site, you will not engage in oruse any data mining, robots, scraping, or similar data gathering or extractionmethods. Any use of the Site or the Service Content other than as specificallyauthorized herein is strictly prohibited. The technology and softwareunderlying the Site or distributed in connection therewith are the property of PG,our affiliates and our partners (the “Software”). You agree not to copy,modify, create a derivative work of, reverse engineer, reverse assemble, orotherwise attempt to discover any source code, sell, assign, sublicense, orotherwise transfer any right in the Software. Any rights not expressly grantedherein are reserved by PG.

The PG name and logos are trademarks and service marks of PG(collectively the “PG Trademarks”). Other company, product, and service namesand logos used and displayed via the Site may be trademarks or service marks oftheir respective owners who may or may not endorse or be affiliated with orconnected to PG. Nothing in these Terms of Use or the Site should be construedas granting, by implication, estoppel, or otherwise, any license or right touse any of PG Trademarks displayed on the Site, without our prior writtenpermission in each instance. All goodwill generated from the use of PGTrademarks will inure to our exclusive benefit.

Copyright Complaints

PG respects the intellectual property of others, and we ask ourusers to do the same. If you believe your work has been copied in a way thatconstitutes copyright infringement, or that your intellectual property rightshave been otherwise violated, you should notify PG of your infringement claimin accordance with the procedure set forth below.

PG will process and investigate notices of alleged infringementand will take appropriate actions under the Digital Millennium Copyright Act(“DMCA”) and other applicable intellectual property laws with respect to anyalleged or actual infringement. A notification of claimed copyrightinfringement should be emailed to PG’s Copyright Agent at corp@perfectgift.com (Subject line: “DMCATakedown Request”). You may also contact us by mail 495 Mansfield Ave.,Pittsburgh, PA 15205, 877-448-4438.

To be effective, the notification must be in writing and containthe following information:

(i) an electronic or physical signature of the person authorizedto act on behalf of the owner of the copyright or other intellectual propertyinterest;

(ii) a description of the copyrighted work or other intellectualproperty that you claim has been infringed;

(iii) a description of where the material that you claim isinfringing is located on the Site, with enough detail that we may find it onthe Site;

(iv) your address, telephone number, and email address;

(v) a statement by you that you have a good faith belief thatthe disputed use is not authorized by the copyright or intellectual propertyowner, its agent, or the law; and

(vi) a statement by you, made under penalty of perjury, that theabove information in your notice is accurate and that you are the copyright orintellectual property owner or authorized to act on the copyright orintellectual property owner’s behalf.

If you believe your User Content, which has been removed (or towhich access has been disabled), is not infringing, or that you have theauthorization from the copyright owner, the copyright owner’s agent, orpursuant to law, to upload and use the content in your User Content, you maysend a written counter-notice containing the following information to theCopyright Agent:

(i) your physical or electronic signature;

(ii) identification of the content that has been removed or towhich access has been disabled and the location at which the content appearedbefore it was removed or disabled;

(iii) a statement that you have a good faith belief that thecontent was removed or disabled as a result of mistake or a misidentificationof the content; and

(iv) your name, address, telephone number, and email address, astatement that you consent to the jurisdiction of the federal court locatedwithin the Western District of Pennsylvania and a statement that you willaccept service of process from the person who provided notification of thealleged infringement.

If a counter-notice is received by the Copyright Agent, PG willsend a copy of the counter-notice to the original complaining party informingthat person that it may replace the removed content or cease disabling it in 10business days. Unless the copyright owner files an action seeking a court orderagainst the content provider, member, or user, the removed content may bereplaced, or access to it restored, in 10 to 14 business days or more afterreceipt of the counter-notice, at our sole discretion.

In accordance with the DMCA and other applicable law, PG hasadopted a policy of terminating, in appropriate circumstances and at PG's solediscretion, users who are deemed to be repeat infringers. PG may also at itssole discretion limit access to the Site and/or terminate the memberships ofany users who infringe any intellectual property rights of others, whether ornot there is any repeat infringement.

Software Applications: Special Export Control Notice

Software (defined above) available in connection with the Siteand the transmission of applicable data, if any, is subject to United Statesexport controls. No Software may be downloaded from the Site or otherwiseexported or re-exported in violation of U.S. export laws. Downloading or usingthe Software is at your sole risk. Recognizing the global nature of theInternet, you agree to comply with all local rules and laws regarding your useof the Site, including as it concerns online conduct and acceptable content.  

 

Indemnity and Release

You agree to release,indemnify, and hold PG, merchants, payment processors, payment card networks, financialinstitutions, platform and other service providers that PG utilizes in order toprovide you with PG services, advertising partners (collectively,“Affiliates”), and their officers, employees, directors, and agents harmlessfrom any and all losses, damages, expenses, including reasonable attorneys’fees, rights, claims, actions of any kind, and injury (including death) arisingout of or relating to your use of the Site, any User Content, your connectionto the Site, your violation of these Terms of Use, or your violation of anyrights of another.

If you are a Californiaresident, you waive California Civil Code Section 1542, which says: “A generalrelease does not extend to claims which the creditor does not know or suspectto exist in his favor at the time of executing the release, which if known byhim must have materially affected his settlement with the debtor.” If you are aresident of another jurisdiction, you waive any comparable statute or doctrine.

 

Disclaimer of Warranties & Limitation of Liability

THIS SECTION APPLIES TOYOUR USE OF THIS SITE. YOUR USE OF ANY PGSERVICE, EVEN IF ACCESSED THROUGH THIS SITE, IS GOVERNED BY THE PG AGREEMENT ORTERMS AND CONDITIONS APPLICABLE TO THE PRODUCT OR SERVICE SUCH AS OUR MOBILEAPP END USER LICENSE AGREEMENT OR OUR TERMS OF SERVICE.

YOUR USE OF THE SITE ISAT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.PG EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, ORSTATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OFMERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

PG MAKES NO WARRANTY THAT(I) THE SITE WILL MEET YOUR REQUIREMENTS, (II) THE SITE WILL BE UNINTERRUPTED,TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THEUSE OF THE SITE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANYPRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOUTHROUGH THE SITE WILL MEET YOUR EXPECTATIONS.

YOU EXPRESSLY UNDERSTANDAND AGREE THAT PG AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY INDIRECT,INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OFPROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA,OR OTHER INTANGIBLE LOSSES (EVEN IF PG HAS BEEN ADVISED OF THE POSSIBILITY OFSUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY,OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SITE;(II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROMANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGESRECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE; (III)UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTSOR CONDUCT OF ANY THIRD PARTY ON THE SITE; OR (V) ANY OTHER MATTER RELATING TOTHE SITE. IN NO EVENT WILL PG’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSESOR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID PG IN THE LAST SIX (6)MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).

SOME JURISDICTIONS DO NOTALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OFLIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THELIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITHANY PORTION OF THE SITE OR WITH THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVEREMEDY IS TO DISCONTINUE USE OF THE SITE.

 

Arbitration

At PG’s or your election,all disputes, claims, or controversies arising out of or relating to the Termsof Use or the Site that are not resolved by mutual agreement may be resolved bybinding arbitration to be conducted before JAMS, or its successor. Unlessotherwise agreed by the parties, arbitration will be held in Pittsburgh, Pennsylvaniabefore a single arbitrator mutually agreed upon by the parties, or if theparties cannot mutually agree, a single arbitrator appointed by JAMS, and willbe conducted in accordance with the rules and regulations promulgated by JAMSunless specifically modified. The arbitration must commence within forty-five(45) days of the date on which a written demand for arbitration is filed byeither party. The arbitrator’s decision and award will be made and deliveredwithin sixty (60) days of the conclusion of the arbitration and within six (6)months of the selection of the arbitrator. The arbitrator will not have thepower to award damages in excess of the limitation on damages set forth inthese Terms of Use and may not multiply actual damages or award punitivedamages or any other damages that are specifically excluded under these Termsof Use, and each party hereby irrevocably waives any claim to such damages. Thearbitrator may, in his or her discretion, assess costs and expenses (includingthe reasonable legal fees and expenses of the prevailing party) against anyparty to a proceeding. Any party refusing to comply with an order of thearbitrators will be liable for costs and expenses, including attorneys’ fees,incurred by the other party in enforcing the award. Notwithstanding theforegoing, in the case of temporary or preliminary injunctive relief, any partymay proceed in court without prior arbitration for the purpose of avoidingimmediate and irreparable harm. The provisions of this arbitration section willbe enforceable in any court of competent jurisdiction.

 

General

These Terms of Use govern your use of the Site and, togetherwith any terms that govern specific services you use through the Site,constitute the entire agreement between you and PG, superseding any prioragreements between you and PG with respect to the Site. You also may be subjectto additional terms and conditions that may apply when you use Affiliate orthird party services, third party content, or third party software. These Termsof Use will be governed by the laws of the Commonwealth of Pennsylvania withoutregard to its conflict of law provisions. With respect to any disputes orclaims not subject to arbitration, as set forth above, you and PG agree tosubmit to the personal and exclusive jurisdiction of the state and federalcourts located within Allegheny County, Pennsylvania. The failure of PG toexercise or enforce any right or provision of these Terms of Use will notconstitute a waiver of such right or provision. If any provision of these Termsof Use is found by a court of competent jurisdiction to be invalid, the partiesnevertheless agree that the court should endeavor to give effect to theparties’ intentions as reflected in the provision, and the other provisions ofthese Terms of Use remain in full force and effect. You agree that regardlessof any statute or law to the contrary, any claim or cause of action arising outof or related to use of the Site or these Terms of Use must be filed within one(1) year after such claim or cause of action arose or be forever barred. Aprinted version of these Terms of Use and of any notice given in electronicform will be admissible in judicial or administrative proceedings based upon orrelating to this agreement to the same extent and subject to the sameconditions as other business documents and records originally generated andmaintained in printed form. You may not assign these Terms of Use without theprior written consent of PG, but PG may assign or transfer these Terms of Use,in whole or in part, without restriction. The section titles in these Terms ofUse are for convenience only and have no legal or contractual effect. Noticesto you may be made via either email or regular mail. The Site may also providenotices to you of changes to these Terms of Use or other matters by displayingnotices or links to notices generally on the Site.

 

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