Terms and Conditions
Terms and Conditions
Updated November 23, 2021
Drop Technologies Inc. together with its affiliates, Drop Technologies USA, (hereinafter collectively referred to as “Drop,” “us,” “we,” “our,” or “Company”), has created the following terms of service (“Terms of Service” or “Agreement”) to apply to all users and clients of this website (“Site”), mobile applications (“App”), and all digital assets contained or offered therein (collectively, our “Services”).
1. Accepting the Terms
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING THE SITE, APP OR THE SERVICES, YOU AGREE TO BE BOUND BY THE TERMS OF SERVICE. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OF SERVICE, YOU MAY NOT ACCESS OR USE THE SITE, APP OR THE SERVICES. You may not use the Site App or the Services, or accept these Terms of Service, if (a) you are not of legal age to form a binding contract with Drop or (b) you are prohibited by law from receiving or using the Services.
These Terms of Service are written in the English language. We do not guarantee the accuracy of any translated versions of these Terms of Service. To the extent any translated versions of these Terms of Service conflict with the English language version, the English language version of these Terms shall control. If you reside outside of the Province of Quebec: Drop may modify any aspect of these Terms of Service from time to time. Any and all changes to these Terms of Service will be posted on the earnwithdrop.com site. The Terms of Service will always indicate the date it was last revised. When you use the Services after those changes are posted, you are deemed to have accepted the new Terms of Service and agree to be bound by any changes to the Terms of Service.
If you reside in the Province of Quebec:
- The parties hereby confirm that they have requested that this Agreement and all related documents be drafted in English. Les parties ont exigé que le présent contrat et tous les documents connexes soient rédigés en anglais.
2. Privacy and your Personal Information
3. Description of the Services
Drop is an intelligent mobile-first rewards platform designed to help innovative and aspirational brands acquire, retain and engage with customers. Drop users browse categorized lists of offers to discover and spend with brands and merchants. Drop is a platform designed for consumers to earn Drop points from their everyday purchases and redeem them for relevant rewards and experiences.
4. Account Information from Third Party Sites
Users may direct Drop to retrieve their transaction-related information maintained online by third parties with which they have a relationship, maintain an account or engage in financial transactions (“Account Information”), including, without limitation, bank account information. Drop works with one or more online service providers to access this Account Information.
Drop cannot always foresee or anticipate technical or other difficulties which may result in failure to obtain data or loss of data, personalization settings or other service interruptions. Drop cannot assume responsibility for the timeliness, accuracy, deletion, non-delivery or failure to store any user data, communications or personalization settings. Information may be more up-to-date when obtained directly from the relevant sites. You can update your Account Information through the Services, in the manner prescribed in the associated instructions.
5. Earning Rewards – Notice of Financial Incentives
To begin earning Drop points, you must download the App and follow the enrollment instructions, including by signing up using a valid email address or via Facebook. Once you have completed the on-boarding process, you must link a valid qualifying debit or credit card to your Drop account in order to be eligible to earn Drop points. Some exclusions may apply and Drop reserves the right to determine in its sole discretion whether a linked debit or credit card qualifies to participate and earn Drop points. Only individuals who are residents of the United States and Canada (the “Territories”), who are at least 18 years old, and who provide valid and accurate personal information when enrolling are eligible to earn rewards. Corporations and other entities are not eligible. Individuals under the age of 18 are not eligible. Drop points are not available to residents outside of the Territories.
By using Drop’s Services, you will have the opportunity to earn Drop points based on actions that you may take or transactions that you may conduct as described in a particular offer (“Drop Offer”) made by Drop, by a Drop merchant or by another third party via the Site or App . Drop Offers and rewards may be subject to additional terms, conditions and restrictions that are set by us, a merchant or third party. Such terms, conditions and restrictions may updated, modified, suspended, or cancelled at any time without notice to you. If there is a conflict between these Terms and the terms and conditions of any Drop Offer, unless explicitly provided otherwise in these Terms, the Drop Offer terms and conditions will control. Drop Offers are not transferable. Drop Offers may not be made available to all users.
The applicable merchant determines whether you have satisfied the conditions of the Drop Offer. Drop does not control the merchants and is bound by their decisions. If you disagree with any merchant’s decision, you may dispute that issue directly with the merchant but agree that we and our technology partners have no liability to you for such claim or with respect to any other dispute or interaction between you and the merchant.
Points are earned as described in a Drop Offer, and when made on an eligible purchase are based on your net purchase amount, which excludes taxes, fees, shipping, gift-wrapping, discounts or credits, returns or cancellations, and extended warranties. Points are earned on net dollars spent (up to two decimals) for points-eligible purchases, and are rounded down. No points will be earned for any purchases made prior to creating an account with Drop and linking your applicable credit or debit card to your Drop account. Points are not transferable. Different accounts cannot be combined, and no joint accounts are permitted. Rewards, user accounts, and benefits are non-transferrable. Purchases of gift cards do not qualify for rewards. Purchases of other categories of products and/or services may not qualify for rewards as determined by Drop in its sole discretion and as required by law (and notwithstanding any inconsistent terms and conditions contained in a Drop Offer). Point amounts may vary by merchant, store and product category and may contain exclusions in the terms of the offer and/or the applicable store page. Please review these terms carefully.
Premium Drop Members that have an active linked card, and have earned more than a designated threshold of Drop points, may qualify to convert points into a chosen cryptocurrency offered via the Drop application. Once the cryptocurrency reward has been ‘redeemed’, members do not actually own the cryptocurrency itself as an asset, instead they earn the right to have points follow the volatile market conditions of the cryptocurrency at which point, they are able to experience both the gains and losses of the designated cryptocurrency. Members may not transfer their cryptocurrency holdings into a wallet, or move it to another platform, the only option is to convert the cryptocurrency back to Drop points and redeem any other applicable rewards. As a result of this, Drop is not required to hold any cryptocurrency assets to support its obligations to convert Drop points at any reward conversion rate. Drop will not provide any advice or incentive for participation and is not responsible in the capacity of a dealer or intermediary in this offering to members.
Points will only be issued for bona-fide completed transactions as described in a Drop Offer. Unless otherwise expressly stated in a Drop Offer, each Drop Offer is limited to one (1) per user/account. You may not set up multiple accounts for yourself, your family members and other affiliates, impersonate or use another person’s account, or use any manual or automated means (such as for example, a macro, script, ‘bot, use of a ‘click farm’, etc.), or engage in any other behavior or use of our products that is inconsistent with their normal and intended use, to circumvent these restrictions. If we or a merchant determine that you attempted to earn points using such methods or any other fraudulent or deceptive means, we reserve the right to cancel any and all of your points, terminate your user account, and/or report you to the authorities. We reserve the right to investigate any transaction or activity that we believe, in our sole discretion, is abusing or has abused any Drop Offer, reward or other promotion that we or any third party may provide through us.
We do not warrant the accuracy of timeliness of the information displayed via the Site, App or the Services. Descriptions of Drop Offers may include inaccuracies or typographical or other errors. You agree that neither we nor the merchant/partner(s) are responsible for such errors and that both we and the merchant reserve the right to correct them when they are discovered. We and our merchants/partners reserve the right to cancel all transactions affected by such errors, refund all amounts paid and cancel all points associated with such transactions, without any liability to you.
6. Qualifying Transactions
Drop needs to protect the program for all users by ensuring that points are earned for legitimate consumer transactions. Drop users are only permitted to earn points with Drop in connection with spending activity for non-commercial, personal and household purposes (“Qualifying Transactions”). Drop users are not permitted to earn points in connection with spending for commercial purposes (e.g. in connection with a business). Drop users are limited to earning a maximum of 500 Drop points per calendar week (Sunday – Saturday) in connection with card-linked offers selected upon onboarding. If you are permitted to link a shared credit or debit card account to your Drop account (a “Shared Card”), only one of the Shared Card users will be permitted to earn points on each Drop Offer, on a first-come-first-served basis. Drop maintains the right to review the accrual of points and to determine, in Drop’s absolute discretion, if certain transactions qualify for Drop Offers. Certain spending including, but not limited to, repeat purchases, high-value purchases, purchases of gift cards, and purchases made for commercial, non-personal or non-household purposes, may not, at Drop’s absolute discretion, be considered Qualifying Transactions and may be ineligible for Drop points. Drop may reverse point accruals that have already been processed if a transaction is deemed by Drop, upon review, to not constitute a Qualifying Transaction. Drop may also disable accounts that engage in repeated non-Qualifying Transaction activity. Not all Qualifying Transactions may be eligible for points if we are unable to obtain certain transaction information from the payment card network associated with your Account Information.
Without limiting any of the other terms of this Agreement, if you return, charge back, cancel, dispute, or otherwise request a refund for a Qualifying Transaction for which you have already received points, we will reduce the balance of points in your account by the amount of points you received for such transaction. If the balance of points in your account is less than the amount of points you received for such transaction, we will offset the applicable number of points from the points you would otherwise receive for future qualifying actions. It is your responsibility to check your account regularly to ensure that points have been properly credited and that your account balance is accurate. Should you disagree with any adjustments made to your account, your sole remedy is to cease use of the Site, App and the Services.
7. Purchasing Drop Points
Drop offers users the opportunity to purchase additional Drop points needed to reach their next reward threshold faster. Drop users must be in good standing in order to purchase additional Drop points and Drop holds the right to deny any user of the right to purchase additional points in its sole discretion.
Eligible Drop users may buy a minimum of 1,000 Drop points and up to 25,000 Drop points per transaction, up to a maximum of 250,000 Drop points per calendar month. Drop points purchased by Drop users do not count towards any user status or level that may be achieved by Drop users.
Purchased Drop points will generally be posted within 5 hours in a user’s Drop account. Purchased Drop points are non-refundable.
Drop reserves the right at its sole discretion to disqualify any individual from offers to purchase points and to ban the individual from any future offers that it finds or believes to be tampering with the process or the operation, to be acting in violation of these Terms or with bad faith.
Any attempt by a user or any other person to deliberately damage any website or undermine the legitimate operation of Drop point purchases is a violation of criminal and civil laws and should such an attempt be made, Drop reserves the right to seek damages from any such person.
8. Redemption of Drop Points
Drop points are valid and redeemable via the App. Drop points have no cash, monetary or other value and cannot be converted into any currency. Drop points may be redeemed for various rewards that we make available, and that may change, from time to time. The representative value of Drop points will be applied against the pre-tax purchase amount (i.e., excluding taxes, fees, and shipping and handling charges). The maximum amount of Drop points that can be redeemed for rewards in any calendar month is 250,000 points.
You may use our App to redeem points for the rewards that we make available. You may redeem points in accordance with such terms and conditions and upon payment of such fees as we may determine at any time. You will be responsible for paying all taxes, fees, and any applicable shipping and handling charges or other fees. Drop points are not transferable and may not be combined with other promotions or other discounts. The number of points recorded in your account and the number of points required to obtain any particular reward are subject to verification by us. Once a reward has been requested or redeemed by a user, no changes, refunds or return of points are permitted for any reason. Drop is not responsible for lost or stolen points or rewards. All rewards are offered subject to availability and restrictions imposed by the reward suppliers. We assume no responsibility for any loss, damage, defect, injury, death or expense relating to any reward or rewards processing or shipment, or for your rewards not turning out as you expected for whatever reason. If any Drop points or rewards are believed to have been sold, exchanged, or obtained fraudulently, or issued to someone other than the registered user of the applicable account, those points or rewards will be void and will not be honored.
You are responsible for all taxes applicable to any amounts payable to us. We will determine the applicable taxes on the basis of the province in which you reside, as shown in our records at time of payment.
You can check your Drop points balance by logging into your Drop account on the App. A valid Drop account is required to check your points balance. Drop will attempt to credit accounts with points on a timely basis. Drop Offers may indicate that points will be accrued immediately upon a Qualifying Purchase or, on the other hand, after additional requirements are satisfied (for example, after a purchased product refund period has expired or after purchased travel has been completed). Drop points will accrue as described in a Drop Offer, and may take several days to be updated to your account upon such accrual. Any claim for points not credited accurately must be received by Drop within 30 days of the date on which the user claims the points should have been accrued. Drop will have no liability for any failure, delay, or error in crediting points to your account.
9. Expiration, Inactivity & Cancellation
Drop is free to use, however, we do deduct points for inactive accounts. An account is considered to be “inactive” if you do not open the Drop app (while logged-in to Drop) during a six (6) month period. If an account is deemed to be inactive, Drop will deduct 2,500 Drop points each month (“Inactive Account Deductions”) from your account until (i) the account is deemed active or (ii) your Drop points balance is zero. Inactive Account Deductions are nonrefundable.
Inactive accounts will also no longer earn points. If you reactivate your account by logging back into the App after 6 months, you will have the option of re-selecting your card-linked offers and can begin earning Drop points again.
If your account is terminated or disabled for any reason, including but not limited, to multiple attempts at non-Qualifying Transactions or other fraudulent activity, then your existing Drop points will be forfeited and any further transactions which might otherwise earn you Drop points will not be deemed to be applicable.
You may cancel your account and participation in the rewards program by contacting Drop at firstname.lastname@example.org with such request. All unredeemed points will be forfeited immediately upon cancellation and may not be reinstated or transferred.
Drop may cancel your accumulated points, suspend your benefits, or cancel your account at any time with immediate effect and without written notice, for any reason and in Drop’s sole discretion, including in instances where Drop believes that you have (i) acted in a manner inconsistent with applicable laws or regulations, (ii) failed to pay Drop or its merchants/partners amounts due, (iii) acted in an inappropriate, fraudulent, abusive, or hostile manner, (iv) breached or violated any of these Terms of Service, or (v) engaged in any misconduct or wrongdoing in connection with the Site, App or Services. Nothing contained in these Terms of Service will limit Drop in the exercise of any legal or equitable rights or remedies.
Drop points and other related benefits and services are the sole property of Drop, and are not the property of the users. Points have no cash value and Drop will not compensate or pay cash, cash equivalent, or credit for any forfeited or unused points.
Whether you may re-enroll in the Services after a termination is at Drop’s sole discretion. In any event, previously earned points that were forfeited will not be credited to you.
10. Modification and Termination of the Rewards Program and Benefits
Drop may change or terminate the rewards program, associated points or other rewards and benefits at any time, for any reason and without notice. Drop may make changes that affect, without limitation, processes, benefits, levels, rules for earning and redeeming points, point redemption levels, rules for the use of points, availability of points, reward types, availability of Drop Offers, and participation in the rewards program and program benefits.
Drop may terminate the rewards program with two week’s advance notice to all active users. At Drop’s sole discretion, Drop may choose to substitute a similar rewards program at any time immediately upon notice to active users. A user may not accumulate or redeem points or any other benefits after the termination of the program. If the program is terminated, upon termination, all unredeemed points will be forfeited without any obligation or liability, and points claims will no longer be honored. Drop may terminate the program in whole or in part, in any jurisdiction, on less than two week’s notice if required to do so by applicable law, as determined by Drop in its reasonable discretion.
All rewards program benefits, offers, rewards, and services are subject to availability and may be changed at any time without notice. By accepting rewards program benefits, offers, rewards, and services, including points, each user acknowledges that he or she is responsible for determining whether he or she is eligible to receive the benefits, offers, rewards, or services (including points) under applicable laws, gift policies, and incentive policies. At any time and in Drop’s sole discretion (including where a user was not eligible to earn certain points according to these Terms of Service), Drop may correct the amount of points shown as credited to a user’s account.
11. Third-Party Links
Some parts of the Services are supported by sponsored links from advertisers and display Drop Offers that may be custom matched to you based on information stored in the Services, queries made through the Services or other information.
Drop may, in connection with Drop Offers and otherwise, provide links from the Site, the App and the Services to other web sites belonging to Drop advertisers and other third parties. If you use these links, you may leave Drop’s Site, App and Services. Drop provides these links to you as a convenience, and we do not verify, make any representations or take responsibility for such third party sites, including, without limitation, the truthfulness, accuracy, quality or completeness of the content, services, links displayed and/or any other activities conducted on or through such third party sites. Drop does not endorse or guarantee the products or services available through the Drop Offers (or any other third-party products or services advertised on or linked from our site), whether or not sponsored, and Drop is not an agent or broker or otherwise responsible for the activities or policies of those web sites.
12. Your Registration Information
In order to use the Services, you will need to sign up for an account with Drop by providing your email address (“LoginID”) and other requested information. Once you submit the required registration information, we alone will determine whether or not to approve your proposed account. We may use the information you provide to verify your identity when you contact us. You authorize us to make any inquiries we consider necessary to validate your identity. If you do not provide the requested information or Drop cannot verify your identity, we may refuse to allow you to use the Services. For so long as you use the account, you agree to provide true, accurate, current, and complete information which can be accomplished by logging into your account and making relevant changes.
You agree and understand that you are responsible for maintaining the confidentiality of your password which, together with your LoginID, allows you to access the Site, App and Services. That LoginID and password, together with any mobile number or other information you provide form your “Registration Information.” By using the Site, App and/or Services, you agree to receive all required notices electronically, either through the Services by displaying links to notices or via notices sent to your LoginID. It is your responsibility to update or change your LoginID, as appropriate. Email notices will be provided in HTML (or, if your system does not support HTML, in plain-text) in the text of the e-mail or through a link to the appropriate page on our site, accessible through any standard, commercially available internet browser. These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to the Site, App or Services. These electronic communications are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing.
You are responsible for complying with these Terms of Service when you access and use the Site, App and Services. Because it is your account, it is your job to obtain and maintain all equipment and services needed for access to and use the Services as well as to pay any related charges. It is also your responsibility to maintain the confidentiality of your account. If you become aware of any unauthorized use of your Registration or Account Information for the Services, you agree to notify Drop immediately at the email address email@example.com. In addition, if you believe that your Registration or Account Information or device that you use to access the Services has been lost or stolen, that someone is using your account without your permission has occurred, you must notify Drop immediately in order to minimize possible losses.
13. Your Use of the Services
Your right to access and use the Site, App and the Services is personal to you and is not transferable by you to any other person or entity. You are only entitled to access and use the Site, App and Services for lawful purposes. You must provide true, accurate, current and complete information about your accounts maintained at other web sites, as requested in our “link account” setup forms, and you may not misrepresent your Registration and Account Information. If you do not do this, the accuracy and effectiveness of the Services will be affected and you may not be able to use the Services. You represent that you are a legal owner of, and that you are authorized to provide us with, all Registration and Account Information and other information necessary to facilitate your use of the Services.
Your access and use of Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of the Services or other actions that Drop, in its sole discretion, may elect to take. In no event will Drop be liable to any party for any loss, cost, or damage that results from any scheduled or unscheduled downtime.
Your sole and exclusive remedy for any failure or non-performance of the Services, including any associated software or other materials supplied in connection with such services, shall be for Drop to use commercially reasonable efforts to effectuate an adjustment or repair of the applicable service.
From time to time, Drop may include new and/or updated pre-release features and trial use (“Preview” features) in Services for your use and which permit you to provide feedback. You understand and agree that your use of Preview features is voluntary and Drop is not obligated to provide you with any Preview features or to incorporate any Preview features into future general releases. Furthermore, if you decide to use the Preview features you agree to abide by any rules or restrictions Drop may place on them. You understand that once you use the Preview features, you may be unable to revert back to the earlier version of the same or similar feature. Additionally, if such reversion is possible, you may not be able to return or restore data created within the Preview feature back to the earlier version. The Preview features are provided on an “as is” basis and may contain errors or inaccuracies that could cause failures, corruption or loss of data and/or information from any connected device. You acknowledge and agree that all use of the Preview features is at your sole risk.
14. Fees and Taxes
Drop currently charges no fees for access and use of the Site or Services, but we reserve the right to charge such fees for the Services. We will notify you before charging any fees for the Services by email, by posting information about such fees on the Site, as applicable, or by any other method permitted by applicable law. If you continue accessing or using the Site and/or Services after such notice, you must pay all applicable fees.
You may be taxed on your receipt or redemption of points, other consideration (merchandise, travel, prizes from a contest, etc.) depending on applicable tax laws. You acknowledge and agree that you are solely responsible for any and all tax liability arising out of your use of the Site, App and Services and any consideration you receive as a result thereof. You are also responsible for making all applicable disclosures to third parties.
Any unspecified expenses related to the enrollment or use of the Services, including without limitation the rewards program, are solely the user’s responsibility. Drop will not be liable for any tax liability, duty, or other charges in connection with the issuance of points or any other Service or rewards program benefits.
15. User Content
You are responsible for any information, opinions, messages, comments, photos, videos, graphics, sounds and other content or material that you submit, upload, post or otherwise make available on or through the Site or Services (“User Content”). We do not guarantee that you will be able to edit or delete any User Content you have submitted.
By submitting any User Content, you are promising us that:
- You own all rights in your User Content (including, without limitation, all rights to the reproduction and display of your User Content) or, alternatively, you have acquired all necessary rights in your User Content to enable you to grant to us the rights in your User Content as described in these Terms;
- You have paid and will pay in full all license fees, clearance fees, and other financial obligations, of any kind, arising from any use or commercial exploitation of your User Content;
- Your User Content do not infringe the copyright, trademark, patent, trade secret, or other intellectual property rights, privacy rights, or any other legal or moral rights of any third party;
- You voluntarily agree to waive all "moral rights" that you may have in your User Content;
- Any information contained in your User Content is not known by you to be false, inaccurate, or misleading;
- Your User Content does not violate any law (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination, or false advertising);
- Your User Content is not, and may not reasonably be considered to be, defamatory, libelous, hateful, racially, ethnically, religiously, or otherwise biased or offensive, unlawfully threatening, or unlawfully harassing to any individual, partnership, or corporation, vulgar, pornographic, obscene, or invasive of another's privacy;
- You were not and will not be compensated or granted any consideration by any third party for submitting your User Content;
- Your User Content does not incorporate materials from a third-party website, or addresses, email addresses, contact information, or phone numbers (other than your own);
- Your User Content does not contain any viruses, worms, spyware, adware, or other potentially damaging programs or files;
- Your User Content does not contain or constitute any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation.
We may, but are not obligated to, pre-screen User Content or monitor any area of the Site or Services through which User Content may be submitted. We are not required to host, display, or distribute any User Content on or through the Site or Services and may remove at any time or refuse any User Content for any reason. We are not responsible for any loss, theft, or damage of any kind to any User Content.
16. Use With Your Mobile Device
Drop distributes mobile applications that permit you to access Services via a mobile device (“Mobile Applications”). To use the Mobile Application you must have a mobile device that is compatible with the Mobile Application. We do not warrant that the Mobile Application will be compatible with your mobile device. We hereby grant to you a non-exclusive, non-transferable, revocable license to use an object code copy of the Mobile Application for one registered account on one mobile device owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Application, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Application to any third-party or use the Mobile Application to provide time sharing or similar services for any third-party; (iii) make any copies of the Mobile Application; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Application, features that prevent or restrict use or copying of any content accessible through the Mobile Application, or features that enforce limitations on use of the Mobile Application; or (v) delete the copyright and other proprietary rights notices on the Mobile Application. You acknowledge that we may from time to time issue upgraded versions of the Mobile Application, and may automatically electronically upgrade the version of the Mobile Application that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that these Terms of Service will apply to all such upgrades. The foregoing license grant is not a sale of the Mobile Application or any copy thereof, and we and our third-party licensors or suppliers retain all right, title, and interest in and to the Mobile Application (and any copy of the Mobile Application). Standard carrier data charges may apply to your use of the Mobile Application and you agree that you are solely responsible for such charges, including any applicable changes, updates and fees as well as the terms of your agreement with your mobile device and telecommunications provider. DROP MAKES NO WARRANTIES, CONDITIONS OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO: (i) THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES AT ANY TIME OR FROM ANY LOCATION; (ii) ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND (iii) ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES.
17. Online and Mobile Alerts
Drop may from time to time provide automatic alerts and voluntary account-related alerts. Automatic alerts may be sent to you following certain changes to your account or information, such as a change in your Registration Information.
Voluntary account alerts may be turned on by default as part of the Services. They may then be customized, deactivated or reactivated by you. These alerts allow you to choose alert messages for your accounts. Drop may add new alerts from time to time, or cease to provide certain alerts at any time upon its sole discretion. Each alert has different options available, and you may be asked to select from among these options upon activation of your alerts service.
You understand and agree that any alerts provided to you through the Services may be delayed or prevented by a variety of factors. Drop may make commercially reasonable efforts to provide alerts in a timely manner with accurate information, but cannot guarantee the delivery, timeliness, or accuracy of the content of any alert. DROP SHALL NOT BE LIABLE FOR ANY DELAYS, FAILURE TO DELIVER, OR MISDIRECTED DELIVERY OF ANY ALERT; FOR ANY ERRORS IN THE CONTENT OF AN ALERT; OR FOR ANY ACTIONS TAKEN OR NOT TAKEN BY YOU OR ANY THIRD PARTY IN RELIANCE ON AN ALERT.
Electronic alerts will be sent to the email address you have provided as your primary email address for the Services. If your email address or your mobile device’s email address changes, you are responsible for informing us of that change. Because alerts are not encrypted, we will never include your passcode. However, alerts may include your Login ID and some information about your accounts.
18. Intellectual Property Rights
The contents of the Site, App and Services, including its “look and feel” (e.g., text, graphics, images, logos and button icons), photographs, editorial content, notices, software (including html-based computer programs) and other material are protected under the laws of Canada, the United States, and other applicable countries. Such content belongs or is licensed to Drop or its software or content suppliers. Drop grants you the right to view and use the Services subject to these Terms of Service. You may download or print a copy of information for the Services for your personal, internal and non-commercial use only. Any other distribution, reprint or electronic reproduction of any content from the Services in whole or in part for any other purpose is expressly prohibited without our prior written consent. You agree not to use, nor permit any third party to use, the Site or the Services or content in a manner that violates any applicable law, regulation or this Agreement.
As between you and Drop, all right, title and interest in the User Content and all intellectual property rights therein, belong to and are retained by you. Drop shall have the royalty- free, perpetual and irrevocable and worldwide right to collect, store, retain, analyze and process User Content relating to you for the purposes of performing our and our merchants’ obligations with respect to the Services and in connection with the provision of the Site, App and Services to other users. In addition, we may monitor your use of the Services and use data and information related to such use and User Content in an aggregate and anonymous manner, including to compile statistical and performance information related to the provision and operation of the Services (“Aggregated Statistics”). As between you and Drop, all right, title and interest in the Aggregated Statistics and all intellectual property rights therein, belong to and are retained solely by Drop. We may (a) make such Aggregated Statistics publicly available, and (b) use such information to the extent and in the manner required by applicable law or regulation and for purposes of data gathering, analysis, service enhancement and marketing, provided that such data and information does not identify you.
The Site, App and Services include registered and unregistered trademarks that belong to Drop. Other trademarks, names and logos found in the Site, App and Services are the property of their respective owners.
If you send or transmit any communications, comments, questions, suggestions, or related materials to Drop whether by letter, email, telephone, or otherwise (collectively, “Feedback”), suggesting or recommending changes to any part of the Site or Services, including, without limitation, new features or functionality relating thereto, all such Feedback is, and will be treated as, non-confidential and non-proprietary. You hereby assign all right, title, and interest in, and Drop is free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. To the extent the foregoing assignment of rights, title and interest in and your Feedback is prohibited by applicable law, you hereby grant Drop a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, worldwide license (including the right to sublicense through multiple tiers) to (a) to fully use, practice and exploit those non-assignable rights, title and interest, including, but not limited to, the right to use, reproduce, adapt, publicly perform, publicly display, modify, prepare derivative works, publish, transmit and distribute your Feedback, or any portion thereof, in any form, medium or distribution method now known or hereafter existing, known or developed, for any purpose, and to develop, manufacture, have manufactured, license, market, and sell, directly or indirectly, products and services using such Feedback; and (b) authorize any such use by others of your Feedback, or any portion thereof, in the same manner. You understand and agree that Drop is not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.
Drop respects the intellectual property rights of others and encourage you to do the same. Accordingly, we have a policy of removing User Content that violates intellectual property rights of others, suspending access to the Services (or any portion thereof) to any user who uses the Services in violation of someone’s intellectual property rights, and/or terminating in appropriate circumstances the account of any user who uses the Services in violation of someone’s intellectual property rights.
Pursuant to Title 17 of the United States Code, Section 512, we have implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims in accordance with such law. If you believe your copyright or other intellectual property right is being infringed by a user of the Services, please provide written notice to our agent for notice of claims of infringement:
Attn: DMCA Agent
To be sure the matter is handled efficiently, your written notice must:
- Contain your physical or electronic signature;
- Identify the copyrighted work or other intellectual property alleged to have been infringed;
- Identify the allegedly infringing material in a sufficiently precise manner to allow us to locate that material;
- Contain adequate information by which we can contact you (including postal address, telephone number, and e-mail address);
- Contain a statement that you have a good faith belief that use of the copyrighted material or other intellectual property is not authorized by the owner, the owner's agent or the law;
- Contain a statement that the information in the written notice is accurate; and
- Contain statement, under penalty of perjury, that you are authorized to act on behalf of the copyright or other intellectual property right owner.
Unless the notice pertains to copyright or other intellectual property infringement, our agent will be unable to address the listed concern.
19. Acceptable Use, Access and Interference
To be clear, Drop permits your use of the Site, App and Services only for non-commercial and personal purposes. Any other use of the Site and/or Service is prohibited and, therefore, constitutes unauthorized use. This is because as between you and us, all rights in the Site and Service remain Drop’s property.
Unauthorized use of the Site and/or Service may result in violation of various United States and international copyright laws. Unless you have written permission from us stating otherwise, you are not authorized to use the Site, Services or any part thereof in any of the following ways (these are examples only and the list below is not a complete list of everything that you are not permitted to do):
- In conjunction with any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Services or any portion of the Services, without Drop’s express written consent, which may be withheld in Drop’s sole discretion;
- In conjunction with any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the services, other than the search engines and search agents available through the Services and other than generally available commercially available web browsers;
- To post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Services;
- To attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of the Services.
- In a manner that modifies, publicly displays, publicly performs, reproduces or distributes any part of the Site or Services;
- In a manner that violates any local, state, national, foreign, or international statute, regulation, rule, order, treaty, or other law;
- To stalk, harass, or harm another individual;
- To impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity;
- To interfere with or disrupt the Services or the servers or networks connected to the Services; or
- To attempt to gain unauthorized access to any portion of the Services or any other accounts, computer systems, or networks connected to the Services, whether through hacking, password mining, or any other means.
20. Social Media Sites
21. Disclaimer of Representations and Warranties
THE SITE, SERVICES, INFORMATION, DATA, FEATURES, AND ALL CONTENT AND ALL SERVICES AND PRODUCTS ASSOCIATED WITH THE SERVICES OR PROVIDED THROUGH THE SERVICES (WHETHER OR NOT SPONSORED) ARE PROVIDED TO YOU ON AN “AS-IS” AND “AS AVAILABLE” BASIS. DROP, ITS AFFILIATES, AND ITS THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY, "SUPPLIERS") MAKE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF THE SITE OR OF THE SERVICES. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK.
NEITHER DROP OR ITS SUPPLIERS MAKE ANY REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY OR COMPLETENESS OF THE CONTENT ON THE SITE OR OF THE SERVICES (WHETHER OR NOT SPONSORED), AND EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. NEITHER DROP OR ITS SUPPLIERS MAKE ANY REPRESENTATION, WARRANTY, CONDITION OR GUARANTEE THAT THE CONTENT THAT MAY BE AVAILABLE THROUGH THE SERVICES IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITIOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. IN SUCH JURISDICTIONS LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTION 15 MAY NOT APPLY TO YOU
22. Limitations on Drop’s Liability
EXCEPT WHERE PROHIBITED BY LAW, WHICH MAY INCLUDE THE PROVINCE OF QUEBEC, BUT TO THE MAXIMUM EXTENT PERMITTED BY LAW, DROP SHALL IN NO EVENT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, LOSS OF PROFIT, REVENUE OR BUSINESS, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO THE SITES, YOUR USE OF THE SERVICES, THE SITE OR THIS AGREEMENT, EVEN IF DROP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT THE MAXIMUM AGGREGATE LIABILITY THAT WE, OUR TECHNOLOGY PARTNERS AND OUR MERCHANTS MAY HAVE TO YOU FROM ANY CLAIMS YOU MAY HAVE REGARDING ANY REWARDS IS LIMITED TO A LIFETIME AMOUNT OF $1,000 USD, WHETHER IN A SINGLE CLAIM OR MULTIPLE CLAIMS. YOU MAY NOT CIRCUMVENT THIS LIMITATION BY CREATING MULTIPLE ACCOUNTS, MEMBERSHIP OR THE LIKE. IF YOU ARE A NEW JERSEY RESIDENT, THIS LIMITATION OF LIABILITY SECTION IS TO BE ONLY AS BROAD AND INCLUSIVE AS IS PERMITTED BY THE LAW OF THE STATE OF NEW JERSEY.
23. Your Indemnification of Drop
You agree to indemnify and hold harmless Drop and its officers, directors, shareholders, and employees, from and against all claims, suits, proceedings, losses, liabilities, and expenses, whether in tort, contract, or otherwise, that arise out of or relate, including but not limited to reasonable legal fees, in whole or in part arising out of or attributable to your breach of this Agreement, the Site or your use of the Services. If you are a New Jersey resident, this indemnification clause is to be only as broad and inclusive as is permitted by the law of the state of New Jersey.
If you are a California resident or resident of a state with a similar applicable law, you hereby expressly waive California Civil Code section 1542 in connection with the foregoing (or such other similar applicable law in your state), which states: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."
24. Ending your Relationship with Drop
This Agreement will continue to apply until terminated by either you or Drop as set out below. If you want to terminate your legal agreement with Drop, you may do so as follows:
To close your account for Drop, please email firstname.lastname@example.org. Once your account has been deleted, your Drop point balance will be forfeited and will no longer be accessible.
Drop may at any time, terminate its legal agreement with you and access to the Services:
a. if you have breached any provision of this Agreement (or have acted in a manner which clearly shows that you do not intend to, or are unable to comply with the provisions of this Agreement);
b. if Drop in its sole discretion believes it is required to do so by law (for example, where the provision of the Service to you is, or becomes, unlawful); or
c. for any reason and at any time with notice to you.
You acknowledge and agree that Drop may immediately deactivate or delete your account and all related information and files in your account and/or prohibit any further access to all files and the Services by you. Further, you agree that Drop shall not be liable to you or any third party for any termination of your access to the Services.
Drop reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site or Services with or without notice. If you do not agree to the changes after receiving a notice of the change to the Services, you may stop using the Services. Your use of the Services, after you are notified of any change(s) will constitute your agreement to such change(s). Participation in Services and benefits are offered at the sole discretion of Drop. Drop reserves the right, at its sole discretion, to limit, suspend, cancel, discontinue, terminate, change, amend, or modify the rewards program, in whole or in part, at any time and without notice to users (including Drop’s right to expire points, adjust the amount of points earned for each whole net dollar in purchases made, or modify reward levels or reward benefits). Drop reserves the right to terminate or suspend participation or accumulated points due to fraud or misuse, breach of these Terms of Service, and for any other reason identified in these Terms of Service. The rewards program is void where prohibited by law.
26. Governing Law and Forum for Disputes
The governing law of this agreement and dispute resolution procedures depend on the jurisdiction in which you reside. There are two sections below, one for Canadian residents and one for U.S. residents.
The validity, interpretation, construction, and performance of these Terms shall be governed by the laws of the province or territory in which you reside. If any clause in this agreement is found to be illegal or unenforceable, that clause will be severed and the remainder will be given full force and effect.
EXCEPT WHERE PROHIBITED BY LAW, WHICH MAY INCLUDE THE PROVINCE OF QUEBEC, any controversy, claim or dispute arising out of, relating to, or in respect of these Terms, including their negotiation, validity, existence, breach, termination, construction or application, or the rights, duties or obligations of any party, or the rights, duties or obligations of any party derived from or associated with these Terms (a “Dispute”), shall be referred to and determined by a single arbitrator in a final and binding arbitration administered under the rules of ADR Institute of Canada, Inc.’s Arbitration Rules. If the parties have not agreed upon an arbitrator within 14 days, unless otherwise agreed by the parties in writing, the parties shall ask the ADR Institute of Canada, Inc. to appoint a single arbitrator.
The seat of the arbitration shall be the same as the provincial or territorial law governing these Terms. The arbitration shall be heard in the capital of the seat, unless the parties agree otherwise. The costs and expenses of the arbitrator shall be shared equally between the parties. A party to the arbitration has no right of appeal from any award of the Arbitrator, whether characterized as final, interim, interlocutory or partial.
All Disputes referred to arbitration (including the scope of the agreement to arbitrate, the law relating to the enforcement of the agreement to arbitrate, any relevant limitation periods, the law governing the procedure of the arbitration, the law relating to available remedies, set-off claims and conflict of laws rules) shall be governed by the law of the seat. Each party hereby irrevocably consents to venue in the capital of the seat, and to the jurisdiction of competent courts in the capital of the seat for all litigation that may be brought, however it is agreed and acknowledged that the intention of the parties is to arbitrate the Dispute without recourse to the courts.
A party to these Terms may take such steps as are permitted or required to enforce an award made by an Arbitrator. Except as required by law, and only to the extent that such disclosure is reasonably necessary, or for the purposes of obtaining professional advice, the existence of the arbitration and any element of the arbitration, including any award, shall be confidential and shall not be disclosed to any non-party to the arbitration. No document or other evidence or information prepared for or produced by or on behalf of any party to the arbitration shall be disclosed to any non-party to the arbitration.
United States residents
These Terms of Service, and your relationship with Drop under these Terms of Service, shall be governed by the Federal Arbitration Act (“FAA”) and the laws in effect in the State of New York without regard to its conflict or choice of laws provisions. Any dispute with Drop, or its officers, directors, employees, agents or affiliates, arising under or in relation to these Terms of Service and not resolved via arbitration (as set forth below) shall be resolved exclusively through the courts within the city of New York City, New York, except with respect to imminent harm requiring temporary or preliminary injunctive relief in which case Drop may seek such relief in any court with jurisdiction over the parties. You understand that, in return for agreement to this provision, Drop is able to offer the Service at the terms designated, and that your assent to this provision is an indispensable consideration to these Terms of Service.
ARBITRATION; CLASS ACTION WAIVER
Please Read This Provision Carefully. It Affects Your Legal Rights.
This Arbitration; Class Action Waiver provision (this “Provision”) facilitates the prompt and efficient resolution of any dispute (e.g., claim or controversy, whether based in contract, statute, regulation, ordinance, tort – including, but not limited to, fraud, misrepresentation, fraudulent inducement, or negligence – or any other legal or equitable theory, and includes the validity, enforceability or scope of this Provision (with the exception of the enforceability of the Class Action Waiver clause below) that may arise between you and Drop. Effectively, then, “dispute” is given the broadest meaning enforceable by law and includes any claims against other parties relating to services or products provided or billed to you (such as our licensors, suppliers, dealers or third-party vendors) whenever you also assert claims against us in the same proceeding.
This Provision provides that all disputes between you and us shall be resolved by binding arbitration because acceptance of these Terms of Service constitutes a waiver of your right to litigation claims and all opportunity to be heard by a judge or jury. To be clear, there is no judge or jury in arbitration, and court review of an arbitration award is limited. The arbitrator must follow this agreement and can award the same damages and relief as a court (including attorney’s fees). You may, however, opt-out of this Provision which means you would have a right or opportunity to bring claims in a court, before a judge or jury, and/or to participate in or be represented in a case filed in court by others (including, but not limited to, class actions). BOTH YOU AND DROP AGREE THAT, EXCEPT AS PROVIDED BELOW, ANY AND ALL DISPUTES, AS DEFINED ABOVE, WHETHER PRESENTLY IN EXISTENCE OR BASED ON ACTS OR OMISSIONS IN THE PAST OR IN THE FUTURE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION RATHER THAN IN COURT IN ACCORDANCE WITH THIS PROVISION.
Pre-Arbitration Claim Resolution
For all Disputes, whether pursued in court or arbitration, you must first give us an opportunity to resolve the Dispute which is first done by emailing us at email@example.com the following information: (1) Your name, (2) Your address, (3) A written description of your Claim, and (4) A description of the specific relief you seek. If we do not resolve the Dispute within 45 days after receiving your notification, then you may pursue your Dispute in arbitration. You may pursue your dispute in a court only under the circumstances described below.
Exclusions from Arbitration/Right to Opt Out
Notwithstanding the above, you or we may choose to pursue a Dispute in court and not by arbitration if: (a) The dispute qualifies for initiation in small claims court; or (b) YOU OPT-OUT OF THESE ARBITRATION PROCEDURES WITHIN 30 DAYS FROM THE DATE THAT YOU FIRST CONSENT TO THIS AGREEMENT (the “Opt-Out Deadline”). You may opt-out of this Provision by emailing us at firstname.lastname@example.org with the following information: (1) Your name; (2) Your address; (3) A clear statement that you do not wish to resolve disputes with us through arbitration. Either way, we will not take any decision you make personally. In fact, we promise that your decision to opt-out of this Arbitration Provision will have no adverse effect on your relationship with us. But, we do have to enforce the Opt-Out Deadline so keep in mind that any opt-out request received after the Opt-Out Deadline will not be valid and you must pursue your dispute in arbitration or small claims court.
If this Provision applies and the dispute is not resolved as provided above (Pre-Arbitration Claim Resolution) either you or we may initiate arbitration proceedings. The American Arbitration Association (“AAA”), www.adr.org, or JAMS, www.jamsadr.com, will arbitrate all disputes, and the arbitration will be conducted before a single arbitrator. The arbitration shall be commenced as an individual arbitration, and shall in no event be commenced as a class arbitration. All issues shall be for the arbitrator to decide, including the scope of this Provision.
For arbitration before AAA, for Disputes of less than $75,000 USD, the AAA’s Supplementary Procedures for Consumer-Related Disputes will apply; for Disputes involving $75,000 USD or more, the AAA’s Commercial Arbitration Rules will apply. In either instance, the AAA’s Optional Rules For Emergency Measures Of Protection shall apply. The AAA rules are available at www.adr.org or by calling 1-800-778-7879. For arbitration before JAMS, the JAMS Comprehensive Arbitration Rules & Procedures and the JAMS Recommended Arbitration Discovery Protocols For Domestic, Commercial Cases will apply. The JAMS rules are available at www.jamsadr.com or by calling 1-800-352-5267. This Provision governs in the event it conflicts with the applicable arbitration rules. Under no circumstances will class action procedures or rules apply to the arbitration.
Because the Services and these Terms of Service concern interstate commerce, the FAA governs the arbitrability of all disputes. However, the arbitrator will apply applicable substantive law consistent with the FAA and the applicable statute of limitations or condition precedent to suit.
Arbitration Award – The arbitrator may award on an individual basis any relief that would be available pursuant to applicable law, and will not have the power to award relief to, against or for the benefit of any person who is not a party to the proceeding. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party. Such award will be final and binding on the parties, except for any right of appeal provided by the FAA, and may be entered in any court having jurisdiction over the parties for purposes of enforcement.
Location of Arbitration – You or we may initiate arbitration in either New York, New York or the federal judicial district that includes your billing address. In the event that you select the latter, we may transfer the arbitration to New York so long as we agree to pay any additional fees or costs which the arbitrator determines you incur as a result of the transfer.
Payment of Arbitration Fees and Costs – So long as you place a request in writing prior to commencement of the arbitration, we will pay all arbitration fees and associated costs and expenses. But, you will still be responsible for all additional fees and costs that you incur in the arbitration which include but are not limited to attorneys’ fees or expert witnesses. In addition to any fees and costs recoverable under applicable law, if you provide notice and negotiate in good faith with us as provided in the section above titled “Pre-Arbitration Claim Resolution” and the arbitrator concludes that you are the prevailing party in the arbitration, you will be entitled to recover reasonable attorney’s fees and costs as determined by the arbitrator.
Class Action Waiver
Except as otherwise provided in this Provision, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a class or representative proceeding or claims (such as a class action, consolidated action or private attorney general action) unless both you and we specifically agree to do so following initiation of the arbitration. If you choose to pursue your Dispute in court by opting out of the Arbitration Provision, as specified above, this Class Action Waiver will not apply to you. Neither you, nor any other user of the Services can be a class representative, class member, or otherwise participate in a class, consolidated, or representative proceeding without having complied with the opt-out requirements above.
You understand and agree that by accepting this Provision in these Terms of Service, you and Drop are each waiving the right to a jury trial or a trial before a judge in a public court. In the absence of this Provision, you and we might otherwise have had a right or opportunity to bring disputes in a court, before a judge or jury, and/or to participate or be represented in a case filed in court by others (including class actions). Except as otherwise provided below, those rights are waived. Other rights that you would have if you went to court (e.g., the rights to both appeal and certain types of discovery) may be more limited or may also be waived.
If any clause within this Provision (other than the Class Action Waiver clause above) is found to be illegal or unenforceable, that clause will be severed from this Provision whose remainder will be given full force and effect. If the Class Action Waiver clause is found to be illegal or unenforceable, this entire Provision will be unenforceable and the dispute will be decided by a court.
This Provision shall survive the termination of your account with us or our affiliates and your discontinued use of the Services. Notwithstanding any provision in this Agreement to the contrary, we agree that if we make any change to this Provision (other than a change to the Notice Address), you may reject any such change and require us to adhere to the language in this Provision if a dispute between us arises.
27. App Store Requirements
If you download any Mobile Application designed for use on an Apple iOS-powered mobile device, the following terms also apply to you:
- Acknowledgement: You acknowledge that this Agreement is between you and Drop only, and not with Apple, and Drop, not Apple, is solely responsible for the Software and the content thereof.
- Scope of License: The license granted to you for the Software is a limited, non-transferable license to use the Software on Mac product that you own or control and as permitted by the Usage Rules set forth in the terms of service applicable to the Mac App Store.
- Maintenance and Support: Drop and not Apple is solely responsible for providing any maintenance and support services, for which additional fees may apply, with respect to the Services. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Software.
- Warranty: Drop is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Software to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Drop’s sole responsibility.
- Product Claims: Drop, not Apple, is responsible for addressing any user or third party claims relating to the Software or the user’s possession and/or use of the Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Software fail to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
- Intellectual Property Rights: You acknowledge that, in the event of any third party claim that the Software or your possession and use of the Software infringes that third party’s intellectual property rights, Drop, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
- Legal Compliance: You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
- Developer Contact Info: Direct any questions, complaints or claims to: Drop Technologies Inc., 120 Front St. East - Suite 200, Toronto, ON M5A 4L9
- Third Party Terms of Agreement: You must comply with any applicable third party terms of agreement when using the Software.
- Third Party Beneficiary: You acknowledge and agree that Apple and Apple’s subsidiaries are third party beneficiaries of this Agreement, and that, upon your acceptance of the terms and conditions of the Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce the Agreement against you as a third party beneficiary thereof.
If you download any Mobile Application designed for use on an Android-powered mobile device (“Android App”), the following terms also apply to you:
- You acknowledge that these Terms of Service are between you and Drop only, and not with Google, Inc. (“Google”).
- Your use of our Android App must comply with Google’s then-current Google Play Terms of Service.
- Google is only a provider of the marketplace where you obtained the Android App. We, and not Google, are solely responsible for our Android App and the services and content available thereon. Google has no obligation or liability to you with respect to our Android App or these Terms of Service.
- You acknowledge and agree that Google is a third-party beneficiary to these Terms of Service as they relate to our Android App.
28. Referral Program
Drop may provide you with the opportunity to invite eligible friends and family members (each, an “Invitee”) to create an account with Drop (the “Drop Referral Program”) and may offer Drop points when you successfully refer an eligible Invitee to Drop through the Referral Program. To be eligible to participate in the Referral Program (as a referrer or an Invitee) you must be eligible to earn Drop points under these Terms of Service. A qualified referral requires that the Invitee (a) download the Drop app and register as a Drop user using your custom referral link or other methods supplied by Drop that allow for tracking of referrals, (b) is a new Drop customer (who has not previously had a Drop account), (c) completes the Drop account registration process, (d) is 18 years of age or older, resides in the United States, and is otherwise eligible to earn Drop points under these Terms of Service.
By participating in the Referral Program, you agree to allow us to communicate with your Invitees about your participation in the Referral Program (for example, by disclosing to them that you are a customer of Drop and/or that an invitation was sent by you).
The following is a non-exhaustive list of activities that are expressly prohibited under the Referral Program, and that are not eligible for Drop points:
- Spam, bulk distribution of invitations, invitations to strangers, sending more than one Referral Program invitation to the same household, or other invitation distribution or promotion that would appear to constitute unsolicited commercial e-mail or spam under any applicable law or regulation;
- Self-referrals, creating fake accounts, creating multiple accounts with the same name, address, email address, etc., fake email addresses, domains, blogs, web pages, profiles, websites, links or messages;
- Posting your referral link on any page that is not owned and controlled by you;
- Paid advertising for the purpose of generating traffic directly to your referral link;
- Selling, trading, bartering, or providing anything of value to your Invitee, or otherwise using your Referral Program invitation for promotional purposes
- Use of the Drop name or trademarks in any ad text, extensions or banner ads, or otherwise misleading or attempting to mislead anyone in connection with the Referral Program, including, but not limited to, misrepresenting your relationship with us or posing as our representative in an official capacity;
- Posting or distributing content that is disparaging or defamatory to Drop; and
- Fraud, attempted fraud, or abuse of the Referral Program, breach or the Terms of Service.
Drop reserves the right to withhold, deny or cancel any points and/or terminate your account if Drop, in its sole discretion, deems any referral or related rewards point as fraudulent, abusive, unethical, suspicious, or otherwise inconsistent with these Referral Program terms or the Terms of Service. Drop reserves the right to suspend or terminate the Referral Program or to change these Referral Program terms at any time and for any reason in Drop’s sole discretion. Additional terms may apply and may be disclosed in the specific Referral Program offer (“Referral Offer”). If there is a conflict between the Terms of Service and the terms and conditions of any Referral Offer, unless explicitly provided otherwise in these Terms of Service, the Referral Offer terms and conditions will control. Referral Offers are not transferable, and may not be made available to all users.
29. Contact Us
If you have any questions about these Terms of Service or otherwise need to contact us for any reason, you can reach us by mail:
Drop Technologies, Inc.,
120 Front St. East - Suite 200,
Toronto, ON M5A 4L9, CANADA,
email: email@example.com, or you can also call us at 1-866-I-OPT-OUT and entering Service Code 732.