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Terms and Conditions

General / Overview

The following Terms & Conditions shall apply to the relationship between Jazzro, Inc. (“Jazzro”), all members, users, agents, employees, contractors, subcontractors or subsidiaries of Jazzro, and the end user or advocate ("You" or "Your"). By using Jazzro services, You accept these Terms & Conditions, as well as the manner in which Jazzro operates. These Terms & Conditions constitute the entire agreement between Jazzro and You and supersede and replace all prior commitments, undertakings or representations, whether written or oral, between You and Jazzro with respect to Your use of Jazzro.

Information on Jazzro, such as the "How It Works", "Help" or "About Us" sections, are only recommendations and are not intended as rules or guidelines. Jazzro is not liable or responsible for the actions of users or other individuals who have read or been informed of such information or other written material.

If you have any questions, concerns, or comments about our Terms & Conditions, please email us at service@jazzro.com.

Acceptance of Terms & Conditions

If You do not agree to the Terms & Conditions, you will not be allowed to use Jazzro. If You access, use, or download in any way any service from Jazzro, You agree to and are bound by these Terms & Conditions and also acknowledge that (a) You have had the opportunity to review the tutorials regarding the use of Jazzro included in "How It Works", (b) You have either reviewed the tutorials or have chosen not to do so, and (c) You have had the opportunity to ask questions regarding the use of Jazzro by email and to have those questions answered and have either asked those questions or chose not to do so.

By using our website, mobile site or app (the "Site"), you agree to be bound by these Terms and C onditions and to use the Site in accordance with these Terms and Conditions, and any additional terms and conditions that are referenced herein or that otherwise may apply to specific sections of the Site, or to products and services that we make available to you through the Site (all of which are deemed part of these Terms and Conditions. Accessing the Site, in any manner, whether automated or otherwise, constitutes use of the Site and your agreement to be bound by these Terms and Conditions. Your accessing the Site for the limited and exclusive purpose of reviewing these Terms and Conditions does not constitute your "use" of the Site or agreement to be bound by these Terms and Conditions unless you further access or use the Site.

We reserve the right to change these Terms and Conditions or to impose new conditions on use of the Site, from time to time, in which case we will post the revised Terms and Conditions on this website and update the "Last Updated" date to reflect the date of the changes.  If we make a material change to the Terms and Conditions, we will not enforce the material change retroactively (i.e., to use of the Site occurring before the change) unless we notify you by posting a prominent notice of the change on the home or landing page of the Site or otherwise notify you of the changes so you may elect whether to accept the changes by continuing to use the Site, or terminate your account.  By continuing to use the Site after we post any such changes or notify you of any material changes, you accept the Terms and Conditions, as modified.

We also reserve the right to deny access to the Site or any features of the Site to anyone who violates these Terms and Conditions or who, in our sole judgment, interferes with the ability of others to enjoy our website or infringes the rights of others.

Eligibility

By accepting the Terms & Conditions and/or registering with Jazzro, You confirm that You are at least 18 years of age and at least age of majority under applicable laws of the country, state, city, or other jurisdiction (each, a "Jurisdiction") of Your residence, that You can engage in a binding contract, and that You meet all other eligibility requirements contained in these Terms & Conditions. By using Jazzro, You warrant that You have the right, authority, and capacity to enter into this agreement and to abide by all of the Terms & Conditions.  You must reside in one of the 50 states of the United States or Washington D.C.

Registering

When you register with Jazzro, You must provide a postal address where You reside (P.O. boxes or similar arrangements are not permitted). You agree to pay applicable costs and the fee in order to participate and use Jazzro’s service and products.  You must not provide misleading information when registering. Your username may not advertise for other websites or services or otherwise violate the intellectual property rights of any third party.  If Jazzro receives information that Your username is illegal or in breach of these Terms & Conditions as evaluated in Jazzro’s sole discretion, Your user account may be frozen until You change the username. Jazzro also may permanently close Your account without prior notice to You for violating these Terms & Conditions.

You are responsible for keeping Your user account password confidential. Jazzro will never ask for Your password except during login. You should never provide Your password to anyone, including Jazzro’s employees. User accounts are non-transferable. Only You may use Your user account. You agree to be solely liable for all unlawful activities that are undertaken using Your user account, and You agree that You will indemnify and hold harmless Jazzro, its agents, subsidiaries and representatives with regard to any claims made with regard to Your account.

Responsibility for Your Username, Profile, Invitation Code and Password

To use certain features of our Site, you will need a username, invitation code and password to create an account. We reserve the right to reject or terminate the use of any username or invitation code that we deem offensive or inappropriate. In addition, we also reserve the right to terminate the use of any username, invitation code or account, or to deny access to the Site or any features of the Site, to anyone who violates these Terms of Service or who, in our sole judgment, interferes with the ability of others to enjoy our website or infringes the rights of others.

You agree that Jazzro, in its sole discretion may terminate the use of this system and services should it deem that your profile is offensive or inappropriate or interfering with the abilities of others to enjoy the website and services.

You are responsible for maintaining the confidentiality of the password and account, and are responsible for all activities (whether by you or by others) that occur under your password or account. You agree to notify us immediately of any unauthorized use of your password or account or any other breach of security, and to ensure that you exit from your account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to protect your password or account information.

Account Inactivity and Subscription Cancellation

You have the right to terminate Your account at any time by being in-active for two (2) months or by not maintaining a proper credit card for payment purposes.  Please note that if your account becomes inactive regardless of the reason, then you lose your entire revenue sharing down-line and formula.  You may re-enter Jazzro thereafter, but you will be starting as a first time Advocate.  When a Jazzro User or Advocate allow their account to become inactive, said account is considered a vacant space for purposes of the Jazzro revenue sharing program, and this in no way changes or alters the up-line or down-line revenue sharing of other advocates in the program other than said advocate’s spot would neither receive nor produce any revenues at that juncture.

Jazzro reserves the right to temporarily or permanently terminate Your account at Jazzro sole discretion if it determines or suspects You have violated these Terms & Conditions, any laws, trademarks, intellectual property, copyrights, or the rights of our other users or other third parties. Examples of unauthorized usage include, but are not limited to, the use of the services for illegal activity, including but not limited to, gambling, prostitution, human trafficking, drug use, or distribution, or other fraudulent account activity or behavior. You agree that if Jazzro, in good faith and in its sole discretion, determines that You have breached these Terms & Conditions, Jazzro may withhold, cancel, or otherwise retain any and all of Your members under Your Advocate account.

Suspension and Termination of Access

You agree that, in our sole discretion, we may suspend or terminate your password, account (or any part thereof) or use of the Site, or any part of the Site, and remove and discard any materials that you submit to the Site, at any time, for any reason, without notice. You agree that we will not be liable to you or any third-party for any suspension or termination of your password, account (or any part thereof) or use of the Site, or any removal of any materials that you have submitted to the Site. In the event that we suspend or terminate your access to and/or use of the Site, you will continue to be bound by the Terms and Conditions that were in effect as of the date of your suspension or termination.

Notice of Copyright Infringement

If you are a copyright owner who believes your copyrighted material has been reproduced, posted or distributed via the Site in a manner that constitutes copyright infringement, please inform our designated copyright agent by sending written notice by U.S. Mail to Jazzro, Inc. 309 Cannons Lane, Louisville, Kentucky 40206, Attention David R. Raque, or by email to support@jazzro.com.  Please include the following information in your written notice: (1) a detailed description of the copyrighted work that is allegedly infringed upon; (2) a description of the location of the allegedly infringing material on the Site; (3) your contact information, including your address, telephone number, and, if available, email address; (4) a statement by you indicating that you have a good-faith belief that the allegedly infringing use is not authorized by the copyright owner, its agent, or the law; (5) a statement by you, made under penalty of perjury, affirming that the information in your notice is accurate and that you are authorized to act on the copyright owner's behalf; and (6) an electronic or physical signature of the copyright owner or someone authorized on the owner's behalf to assert infringement of copyright and to submit the statement. Please note that the contact information provided in this paragraph is for suspected copyright infringement only. Contact information for other matters is provided elsewhere in these Terms and Conditions or on the Site.

Restrictions

The Site is intended for use only by residents of the United States over the age of 18.  It may not comply with legal requirements of foreign countries.  Other countries may have laws and regulatory requirements that differ from those in the U.S. By using this Site, you agree to the transfer and processing of any personal information you provide to the U.S. as set forth in the Privacy Notice under the laws of the United States and the Commonwealth of Kentucky, rather than under the law of your home country.

Independent Contractor Status

An Advocate or User of the Jazzro website is at all times and for all purposes an independent contractor.  Furthermore, You agree that you are not an employee, franchisee, joint venture, partner, affiliated or related person or company, business partner or agent of Jazzro’s, and You are strictly prohibited from stating or implying, whether verbally or in writing, that Your relationship with Jazzro is anything but that of an Independent Contractor.

You have no right or authority to obligate or bind Jazzro, and Jazzro is not responsible for any employee benefits of any kind to a User or Advocate or an employee of a corporate User or Advocate.  A User or Advocate is exclusively and solely responsible for his or her own liability, health, disability and workers’ compensation insurance or that of its employees.  Finally, an Advocate or User set his or her own hours and are not subject to the direction or supervision of Jazzro subject to the provisions of these Terms and Conditions and Jazzro’s Privacy Policy.

An Advocate or User agrees and understands that it is solely responsible for any and all tax liability associated with its use of Jazzro’s website or its participating in the Jazzro revenue sharing program, and agrees to indemnify Jazzro with regard to any and all tax liability associated with the same.

Revenue Sharing/Payouts

The Revenue Sharing formulas contained within the Advocate Calculator, along with any and all bonus payouts or other payouts are set and determined by Jazzro, and the User or Advocate agrees that such revenue sharing formulas, bonus payouts and other payouts are subject to change at Jazzro’s sole discretion.  You understand and agree that such payouts will vary depending on multiple factors to be determined at the sole discretion of Jazzro, including but not limited to sales and cost numbers.

In any and all situations, the initial revenue sharing payout shall not be made to an Advocate or User until Forty-Five (45) days has elapsed from said Advocate or User’s initial registration.  Thereafter, Users or Advocates may request payouts daily if desired with such revenue sharing payouts to be processed within 2-4 days.  Users and Advocates agree that the time frames and provisions of payouts can be changed or altered at the sole discretion of Jazzro.

Special Promotions

Any special promotions run by Jazzro shall only be valid if they are announced on Jazzro.com or in its corresponding email newsletter. Certain promotions may only be valid for a limited time, with details announced on Jazzro.com or in our newsletter. Once the advertised time limit of any promotion has been reached, the promotion is also finished.

Thirty (30) Day Money Back Guarantee

Jazzro understands that there will be some Advocates or Users, who decide that the advocate revenue sharing program or the cloud based media marketing products are not satisfactory to them.  In those situations, Jazzro provides a Thirty-Day period wherein an Advocate or User may get their complete money refunded.  You agree that to do so you must send Jazzro notice by email to service@jazzro.com within 30 days of registering for the program and services.

Refunds/Returns/Cancellations

Jazzro allows users the limited right for a refund for any delivered goods which have been damaged during shipping or which are defective in nature.  Jazzro allows, but does not guarantee, a user or advocate the limited opportunity to cancel an order of services or products.  In the event that a user or advocate wishes to cancel an order or services or products, he or she must do so in writing by email sent to service@jazzro.com immediately.  The User or Advocate understands and agrees that Jazzro has a very small, limited window of time within which to allow said cancellation and also agrees and understands that this decision is at Jazzro’s sole discretion.

The User or Advocate also agrees and understands that it Jazzro’s sole discretion it may allow You to cancel an order to which the cancellation provisions apply, and You may be entitled to a refund of the shipping costs if no items have been shipped and even if the goods are not defective in any way.   However, fees paid in connection with cloud based marketing platform services are not eligible for a refund, and such orders for electronic services may not be cancelled once a campaign has been initiated through the Jazzro system.

Withholding Payment / Retention of Title

You agree that the item delivered shall remain Jazzro property until Jazzro receives payment in full for shipping costs.

Delivery

Deliveries are made exclusively to the 50 states of the United States and Washington D.C. Some restrictions or higher shipping costs may apply to deliveries to Alaska and Hawaii. Unless otherwise stated, delivery will be made directly from our supplier or from our warehouse to the address provided by You. Delivery times vary; therefore, any time provided is only a guide. Jazzro shall be entitled to involve third parties to satisfy its contractual obligations without being required to notify the buyer. Obvious damage to the item from transport or packaging damaged during transport must be reported to Jazzro upon receipt.

Privacy

We respect the privacy of the users of our Site. Please review our Privacy Policy.  These Terms and Conditions include and fully incorporate our Privacy Policy.

Online Commerce

Certain sections of this Site may allow you to purchase different types of products and services online that are provided by third parties. We are not responsible for the quality, accuracy, timeliness, reliability or any other aspect of these products and services. If you make a purchase from a merchant on our Site, or on a third-party website that you have accessed via a link on our Site, the information obtained during your visit to that merchant's online store or site, and the information that you give as part of the transaction, such as your credit card number and contact information, may be collected by both the merchant and us. A merchant may have privacy and data collection practices that are different from ours. We have no responsibility or liability for these independent policies. In addition, when you purchase products or services on or through the Site, you may be subject to additional terms and conditions that specifically apply to your purchase or use of such products or services. For more information regarding a merchant, its online store, its privacy policies, and/or any additional terms and conditions that may apply, visit that merchant's website and click on its information links or contact the merchant directly. You release us and our affiliates from any damages that you incur, and agree not to assert any claims against us or any of our affiliates, arising from your purchase or use of any products or services made available by third parties through the Site.

You agree to be financially responsible for all purchases made by you or someone acting on your behalf through the Site. You agree to use the Site, and to purchase services or products through the Site, for legitimate, non-commercial purposes only. You also agree not to make any purchases for speculative, false or fraudulent purposes or for the purpose of anticipating demand for a particular product or service. You agree to only purchase goods or services for yourself or for another person for whom you are legally permitted to do so. When making a purchase for a third party that requires you to submit the third party's personal information to us or a merchant, you represent that you have obtained the express consent of such third party to provide such third party's personal information.

Responsibility for User-Provided Content

This Site may include a variety of features, such as discussion forums, blogs, photo- and video-sharing pages, email services and social networking features that allow feedback to us and allow users to interact with each other on the Site and post content and materials for display on the Site. This Site also may include other features, such as personalized home pages and email services,  that allow users to communicate with third parties. By accessing and using any such features, you represent and agree: (i) that you have read and agree to abide by our Terms and Conditions; (ii) that you are the owner of any material you send, or are sending with the express consent of the owner of the material; (iii) that you are sending the information with the express consent of anyone pictured in any material you send, (iv) that you are 18 years of age or older; (v) that the materials will not violate the rights of, or cause injury to, any person or entity; and (vi) that you will indemnify and hold harmless us, our affiliates, and each of our and their respective directors, officers, managers, employees, shareholders, agents, representatives and licensors, from and against any liability of any nature arising out of related to any content or materials displayed on or submitted via the Site by you or by others using your username and password. You also grant us a license to use the materials you post or submit via such features.

You agree that Jazzro is not responsible for the speech, content, messages, information or files that you or others may transmit, post or otherwise provide on or through the Site.

You understand that we have no obligation to monitor any emails, blogs, photo- or video-sharing pages, or other areas of the Site through which users can supply information or material. However, we reserve the right at all times, in our sole discretion, to screen content submitted by users and to edit, move, delete, and/or refuse to accept any content that in our judgment violates these Terms and Conditions or is otherwise unacceptable or inappropriate, whether for legal or any other reasons.

You acknowledge and agree that we may preserve content and materials submitted by you, and may also disclose such content and materials if required to do so by law or if, in our business judgment, such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms and Conditions; (c) respond to claims that any content or materials submitted by you violate the rights of third parties; or (d) protect the rights, property, or personal safety of our Site, us, our affiliates, our officers, directors, employees, representatives, our licensors, other users, and/or the public.

Non-Compete/Non-Solicitation

You acknowledge and agree to abide by the terms of this Non-Compete and Non-Solicitation provision.  In particular, You agree that during the time that you are Registered with Jazzro as either a User or an Advocate and for a time period of Two (2) years after you are no longer registered as a User or an Advocate that you will in no way directly or indirectly compete with Jazzro, its businesses, affiliates or related companies.  Furthermore, you agree that during your time as a registered User or Advocate and for Two (2) years following any termination of your position as an Advocate or User, that you shall not directly or indirectly, on your behalf or on someone else’s behalf, solicit, induce or hire any Advocate or User, or an employee, agent, vendor, supplier, consultant, sub-contractor or customer of Jazzro.

You further agree that the damages that Jazzro would incur and suffer should you violate this provision are difficult to quantify, and, therefore, Jazzro would be entitled to seek injunctive relief in a state or federal court located in Louisville, Jefferson County, Kentucky for any violation of this Non-Compete/Non-Solicitation provision.  Should Jazzro have to enforce its rights under this provision, You agree that Jazzro would not only be entitled to seek injunctive relief but also would be entitled to its reasonable costs, including reasonable attorneys’ fees, for purposes of having to pursue such injunctive remedies.

Confidentiality/Trade Secrets Information

As an Advocate or User of Jazzro’s system, you agree and acknowledge that Jazzro will provide you information about its systems, services, revenue sharing, business plans and your immediate down-line advocates that is confidential and/or trade secrets information.  Accordingly, you agree that you will strictly maintain the confidentiality of said information and any and all information received from Jazzro.  You further agree that this Confidentiality and Trade Secrets restriction applies during and after your time as a registered Jazzro Advocate or User.

You further agree that the damages that Jazzro would incur and suffer should you violate this provision are difficult to quantify, and, therefore, Jazzro would be entitled to seek injunctive relief in a state or federal court located in Louisville, Jefferson County, Kentucky for any violation of this Non-Compete/Non-Solicitation provision.  Should Jazzro have to enforce its rights under this provision, You agree that Jazzro would not only be entitled to seek injunctive relief but also would be entitled to its reasonable costs, including reasonable attorneys’ fees, for purposes of having to pursue such injunctive remedies.

Disclaimer of Warranty and Liability Regarding Use of Jazzro

You agree that use of Jazzro is at Your sole risk. Neither Jazzro, Inc. nor any of its officers, directors, employees, members, agents, merchants, sponsors, parent companies, subsidiaries, licensors, component suppliers (both hardware and software), or any third party who provides products or services purchased from or distributed by Jazzro, or the like, warrant that websites affiliated with Jazzro, including, but not limited to, Jazzro, will be uninterrupted, error-free, or free of viruses, worms, trojan horses, keyboard loggers, spyware, adware, malware, harmful or malicious code, or other defects. The information, products, and services published on Jazzro may contain inaccuracies or typographical errors. Jazzro makes no warranty as to the results that may be obtained from the use of Jazzro or as to the accuracy, reliability, or currency of any information content, service, or merchandise provided through Jazzro.  Jazzro shall not be responsible for any opinions, views, advice, or statements posted on Jazzro (including, without limitation, in any public posting areas of the website) by any person or entity other than an authorized Jazzro spokesperson. Advertisers, content providers, users, guests, independent writers, and experts are not authorized Jazzro spokespersons. At no time should the opinions, views, advice, or statements provided by advertisers, content providers, users, guests, independent writers, or experts be relied upon for important personal decisions without independent verification.

YOUR USE OF JAZZRO.COM IS AT YOUR SOLE RISK. THIS WEBSITE, INCLUDING THE SERVICE AND SOFTWARE, IS PROVIDED BY JAZZRO, INC. ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, JAZZRO, INC. DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, IMPLIED AND STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

JAZZRO, INC. MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF JAZZRO, INC., SECURITY OF THE WEBSITE, THE RESULTS THAT MAY BE OBTAINED FROM USE OF JAZZRO, INC., THE AVAILABILITY OF ANY GOODS OR SERVICES OFFERED ON OR THROUGH THE WEBSITE, INCLUDING E-MAIL, OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE WEBSITE. WITHOUT LIMITING THE FOREGOING, JAZZRO, INC. DOES NOT WARRANT THAT THE MATERIALS ARE ACCURATE, RELIABLE OR CORRECT, THAT THE SITE WILL MEET YOUR REQUIREMENTS, THAT THE SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE, THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED, OR THAT THE MATERIALS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY SERVICE OR SOFTWARE DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR INSTALLATION OF ANY SUCH MATERIAL. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE WEBSITE OR SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS & CONDITIONS.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT JAZZRO, INC. WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF OR INABILITY TO USE THE WEBSITE, SOFTWARE, OR ANY RELATED SERVICES, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES, WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, (EVEN IF PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES).

THE LIMITATIONS OF THIS SECTION SHALL APPLY NOTWITHSTANDING ANY RELIANCE ON ANY INFORMATION OBTAINED FROM JAZZRO, INC. OR THAT RESULTS FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAIL, ERRORS, DEFECTS, VIRUSES OR OTHER MALICIOUS CODE, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO SYSTEM RECORDS, PROGRAMS, OR SERVICES, AND WHETHER OR NOT JAZZRO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. USER HEREBY ACKNOWLEDGES THAT THIS LIMITATION SHALL APPLY TO ALL CONTENT, MERCHANDISE, AND SERVICES AVAILABLE THROUGH JAZZRO.

THIS LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF OR RELIANCE ON JAZZRO, INC. SERVICES OR ITEMS PURCHASED THROUGH JAZZRO, INC. FROM INABILITY TO USE JAZZRO, INC.’S SERVICES OR ITEMS PURCHASED THROUGH JAZZRO, INC., OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF JAZZRO, INC.’S SERVICES (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES).

SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

If You are dissatisfied with any portion of Jazzro, You should discontinue Your use of Jazzro.

Disclaimer of Warranty and Liability Regarding Purchases from Jazzro

Jazzro hereby disclaims any and all liability from claims arising from purchases made on the Jazzro site. Jazzro will not be liable for any damages or injuries, whether physical or emotional, that occur or are received as a result of the purchases made on the Jazzro site.  Jazzro warrants solely that the products sold to You under these terms shall have the characteristics specified on Jazzro’s website and assumes no further warranties.

EXCEPT FOR THE WARRANTIES SET FORTH ABOVE, JAZZRO, INC. MAKES NO OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE PRODUCTS, OR ANY RELATED SERVICES PERFORMED BY JAZZRO, INC. OR ANY OF ITS AGENTS OR SUBCONTRACTORS IN CONNECTION WITH ANY ORDER, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

YOU AGREE THAT JAZZRO, INC. SHALL NOT BE LIABLE FOR PERSONAL INJURY AND PROPERTY DAMAGE RESULTING FROM THE USE, IMPROPER HANDLING, MODIFICATION, OR MISUSE OF THE PRODUCTS BY YOU OR ANY OTHER PERSON FOLLOWING DELIVERY BY JAZZRO.  IN NO EVENT SHALL JAZZRO BE LIABLE TO YOU OR ANY OTHER PERSON FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS OR GOODWILL, LOSS-OF-USE DAMAGES OR ADDITIONAL EXPENSES INCURRED, WHETHER PURSUANT TO A CLAIM IN CONTRACT, TORT OR OTHERWISE, AND WHETHER IN AN ACTION FOR BREACH OF WARRANTY OR OTHERWISE.

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL WE OR OUR SUBSIDIARIES, PARENT COMPANIES OR AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THIS SITE, INCLUDING ITS MATERIALS, PRODUCTS, OR SERVICES, OR THIRD-PARTY MATERIALS, PRODUCTS, OR SERVICES MADE AVAILABLE THROUGH THIS SITE, EVEN IF WE ARE ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. (BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY AND THE LIABILITY OF OUR SUBSIDIARIES, PARENT COMPANIES AND AFFILIATES, IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.) YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT WE ARE NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER. IF YOU ARE DISSATISFIED WITH THE SITE, OR ANY MATERIALS, PRODUCTS, OR SERVICES ON THE SITE, OR WITH ANY OF THE SITE'S TERMS AND CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

Indemnification

You agree to indemnify and hold harmless us, our affiliates, and each of our and their respective directors, officers, managers, employees, shareholders, agents, representatives and licensors, from and against any and all losses, expenses, damages and costs, including reasonable attorneys' fees, that arise out of your use of the Site, violation of these Terms and Conditions by you or any other person using your account, or your violation of any rights of another. We reserve the right to take over the exclusive defense of any claim for which we are entitled to indemnification under this section. In such event, you agree to provide us with such cooperation as is reasonably requested by us.

You agree to indemnify, defend, and hold Jazzro and its members, managers, shareholders, directors, officers, employees, agents, affiliates, parent companies, subsidiaries, licensors, and other partners (collectively, the "Indemnified Persons") harmless from any loss, cost, expense, liability, claim, or demand, including reasonable attorneys' fees, suffered by any Indemnified Persons due to, arising out of, or in connection with (i) Your use of Jazzro or any of the services offered by Jazzro, (ii) any violation of these Terms & Conditions by You or any person acting in collusion with You, (iii) any violation of applicable law or court order by You, and (iv) any error or omission, negligent conduct or willful misconduct by You.

System Outage / Temporarily Paused Auctions

A system outage has occurred if there is an unforeseeable disruption in the website and/or system.  In such a case, your orders for goods through Jazzro will be temporarily paused, and after the disruption has been resolved, the orders for those items will be placed.  However, if you notify Jazzro in writing through email of your desire to cancel said order prior to the website or system being restored, then said order will be cancelled and the amount will be credited back to Your account; however, Jazzro is not responsible for any other costs incurred by You due to a system outage.  Jazzro reserves the right to cancel orders that occur during a system error, at its sole discretion if it determines that such order is no longer feasible to be fulfilled.

With current technology, it is not possible to develop and operate computer programs (software) and data processing systems (hardware) entirely without error, or to rule out any unpredictable events in connection with the Internet. Jazzro, therefore, provides no guarantee for the constant and uninterrupted availability of the website and other technical systems. Jazzro shall not be liable for any damage incurred by users or third parties from using Jazzro services. In particular, Jazzro shall not be liable for damage that occurs due to orders not being received by Jazzro, not being received promptly, or not being considered as a consequence of technical errors.

Trademarks

Jazzro’s logos, “Jazzro, Marketing Made Social” and “Marketing Made Social” are trademarks of Jazzro, Inc.  All rights reserved to Jazzro, Inc.  Any trademarks appearing on Jazzro’s website or systems are the property of their respective owners.

Service and Support for Products Purchased

All requests for technical service and support on products purchased on Jazzro should be made directly to the manufacturer in accordance with their respective Terms & Conditions.

Dispute Resolution

By agreeing to these Terms & Conditions, You and Jazzro each waive the right to a jury trial or to participate in a class action.

You agree that any and all claims, disputes, and causes of action arising out of or relating to Your use of the Jazzro website or arising under these Terms & Conditions (each a "Dispute" and collectively, "Disputes") shall be resolved as set forth in this section.  Before initiating any formal Dispute resolution proceedings, You agree to negotiate with Jazzro regarding any Disputes in good faith on an individual basis, and not as a plaintiff or class member in any purported class or representative proceeding.  You may initiate these negotiations by sending a notice of the Dispute (the "Notice of Dispute") to Jazzro in a manner specified in the "Notices" section below.  If Jazzro and You do not reach an agreement regarding a Dispute within 30 days following Jazzro receipt of the Notice of Dispute, Jazzro and You agree to submit such Dispute to binding arbitration, on an individual basis, under the rules of the American Arbitration Association.  The proceedings shall be governed by the Federal Arbitration Act, and the award may be enforced in any court of competent jurisdiction.  All administrative costs of any arbitration shall be split evenly between the parties.  Each party shall be responsible for paying its own attorney fees, expert fees, and litigation expenses and not those of the adversary.

 Applicable Law / Severability Clause

This Terms & Conditions Agreement and Your use of Jazzro shall be governed by the laws of the United States of America and the Commonwealth of Kentucky.  Without in any way limiting the "Dispute Resolution" requirements set forth above, any court proceeding related to this website or these Terms & Conditions may be brought only in a federal or state court situated in Jefferson County, Kentucky.  You agree to accept the exclusive jurisdiction of such courts.

Jazzro will follow all applicable laws for the sale of goods and utilization of its Advocate program in the countries in which it operates.

VOID OUTSIDE OF THE UNITED STATES. VOID WHERE PROHIBITED OR RESTRICTED BY LAW.  If You open an account or participate in activities of Jazzro while located in a prohibited jurisdiction, You will be in violation of the law and these Terms & Conditions and subject to having Your account suspended or closed permanently.  You agree to indemnify Jazzro with regard to any claims or liability associated with such actions and that Jazzro cannot be held liable if laws applicable to You restrict or prohibit Your participation.

The UN Convention on the International Sale of Goods shall not apply.

If any provision of these Terms & Conditions is held by a court of competent jurisdiction to be invalid, unenforceable, or void, the remainder of these Terms & Conditions shall remain in force and effect and such invalid, unenforceable or void provisions will be deemed to be modified so as to effect the original intent of these Terms & Conditions as closely as possible.

Protection of Data: Collection, Processing, and Use of our Customers' Personal Information

The protection of Your data is very important to us. For more information on the collection, processing, and use of personal data, please read our Privacy Policy.

External Links

Our website may contain links to other websites operated by third parties, and these sites may likewise contain links to other websites. These links are provided strictly for Your convenience and do not constitute an endorsement or approval of these websites. Jazzro assumes no liability for the content of external links. The operators of the sites linked to and from this site are solely responsible for their contents.  You agree that Jazzro is not responsible for the content, protection, or privacy guidelines of third-party websites.

Waiver

Jazzro’s failure to enforce any or all provisions of these Terms and Conditions shall not be construed as a waiver by it of its rights under said Terms and Conditions.  Furthermore, any waiver of any provision by Jazzro of the Terms & Conditions or Privacy Policy will be effective only if in writing and signed by an authorized Officer or Director of Jazzro.

Notices

Except as provided otherwise in these Terms & Conditions, all notices, requests, instructions, and other communications given to Jazzro by You must be given in writing by hand delivery in return for a receipt, sent certified or registered U.S. mail (return receipt requested), or sent by FedEx or a similar overnight courier service, addressed to Jazzro, Inc., 309 Cannons Lane, Louisville, Kentucky 40206, or by email to support@ Jazzro.

Other

This agreement constitutes the entire agreement between us and you with respect to the subject matter contained in this agreement and supersedes all previous and contemporaneous agreements, proposals and communications, written oral. You also may be subject to additional terms and conditions that may apply when you use the products or services of a third party that are provided through the Site. In the event of any conflict between any such third-party terms and conditions and these Terms of Service, these Terms and Conditions will govern. This agreement will be governed by and construed in accordance with the laws of the Commonwealth of Kentucky, without giving effect to any principles of conflicts of law.

This agreement is personal to you and you may not assign it to anyone. If any provision of this agreement is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from this agreement and will not affect the validity and enforceability of any remaining provisions. These Terms and Conditions are not intended to benefit any third party, and do not create any third party beneficiaries. Accordingly, these Terms and Conditions may only be invoked or enforced by you or us. You agree that regardless of any statute or law to the contrary, any claim or cause of action that you may have arising out of or related to use of the Site or these Terms and Conditions must be filed by you within one year after such claim or cause of action arose or be forever barred.

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