Introduction
These terms and conditions (the “Terms”) govern the use of Zurvia’s services, including the services available through this website (the “Site”) and all content (“Zurvia Content”) made available through the Site or its related applications, dashboards, or platforms (collectively the “Services”). YOUR ACCESS OR USE OF THE SITE OR SERVICES IS OFFERED SUBJECT TO YOUR ACCEPTANCE, WITHOUT MODIFICATION, TO BE BOUND BY THESE TERMS. IF YOU DISAGREE WITH ANY PART OF THESE TERMS, YOU MUST NOT USE THE SITE, SERVICES, OR ZURVIA CONTENT.
If you are using the Services on behalf of a company, organization, or other entity, you are agreeing to these Terms on behalf of that organization and you represent and warrant that you have the legal power and authority to bind that organization to these terms. In such case, “you” and “your” will refer to that organization.
Eligibility of Use
You may not use the Site or Services if you are a person barred from receiving the Services under the laws of the United States or other countries, including the country in which you are resident or from which you access the Site and/or use the Services. You must be at least 18 years of age to use the Site or Services. By using the Site and Services, you represent and warrant that you are at least 18 years of age and are eligible to use the Site and Services.
Intended Use of Service
Zurvia provides a convenient location for businesses to manage their online reputation. You understand and agree that the Site and Services are intended to allow you to send transactional and/or informational messages to your own current customers or clientele only. You agree to use the Site and Services in compliance with all local, state, national and international laws, regulations and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions.
Affiliation with Third-Parties
In doing so, it provides links to and descriptions of numerous third-party review platforms, such as Google, Facebook, and Yelp. Zurvia is not affiliated with or endorsed by, nor is it in a joint venture relationship or partnership with any of these third-parties. Such third-parties are not associated in any way with the Zurvia Site or sServices. To the extent Zurvia uses any tradenames or trademarks associated with such third-parties, it does so solely to identify those companies and their services, and all such trademarks, service marks, logos, trade names or other proprietary designations are the property of their respective parties. Zurvia makes no claim as to ownership of such third-party trademarks and expressly disclaims any liability concerning those materials.
By using the Site, Services, and Zurvia Content, you expressly agree to adhere to the terms of service of all third-party review platforms, including but not limited to Google, Facebook, and Yelp. You may not use the Zurvia platform to bypass or circumvent such terms of service. If you attempt to circumvent the terms of service of any third-party review site and fail to take corrective action within thirty (30) days after notice from Zurvia, your account will be suspended or terminated in accordance with these Terms. Zurvia shall not be liable for any action taken against you by such third-parties for use or misuse of the Site, Services, or Zurvia Content.
Intellectual Property
The Site, Services and Zurvia Content are protected by copyright, trademark, and other laws of the United States and foreign countries. Except as expressly provided in these Terms, Zurvia and its licensors exclusively own all right, title and interest in and to the Site, Services and Zurvia Content, including all associated intellectual property rights. You may not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Services or Zurvia Content.
Acceptable Use & Restrictions
Zurvia grants you a personal, non-exclusive, non-assignable license to use the Site and Services for internal business purposes only, and only in the matter set forth herein. You may not license, sublicense, sell, resell, transfer, assign, distribute, or otherwise commercially exploit or make available to any third-party the Services or Zurvia Content in any way, except as provided herein. You may view, download for caching purposes only, and print pages or other content from the Site for your own personal use, subject to the restrictions set out below and elsewhere in these Terms.
You must not use the Site, Services, or Zurvia Content in any way that causes, or may cause, damage to the Site or impairment of the availability or accessibility of the Site; or in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity. You must not use the Site to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software. You must not conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to the Site without Zurvia’s express written consent. You must not use the Site to transmit or send unsolicited commercial communications.
You must not use the Site, Services, or Zurvia Content to access, post, submit, or transmit any text, graphics, images, software, music, audio, video, information or other material that: (i) infringes, misappropriates, or violates any patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy belonging to Zurvia or any third-party; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, vulgar or offensive; (v) constitutes or otherwise contains any child pornography or child erotica; (vi) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vii) is violent or threatening or promotes violence or actions that are threatening to any other person; or (viii) promotes illegal or harmful activities or substances (including, but not limited to activities that promote or provide instructional information regarding the manufacture or purchase of illegal weapons or illegal substances).
You may not avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Zurvia or any of Zurvia’s providers or any other third-party (including another user) to protect the Site, Services or Zurvia Content. You may not use the Site, Services, or Zurvia Content to send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation. You must not attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services or Zurvia Content. You may not collect or store any personally identifiable information from the Site or Services from other users of the Site or Services without their express permission.
Zurvia reserves the right to investigate and prosecute violations of any of the above, including intellectual property-rights infringement and Site and Services security issues, to the fullest extent of the law. Zurvia may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Zurvia has no obligation to monitor your access to
or use of the Site, Services, or Zurvia Content or to review or edit any User Content, but has the right to do so for the purpose of operating the Site and Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Zurvia reserves the right, at any time and without prior notice, to remove or disable access to any Zurvia Content and any User Content, that Zurvia, in its sole discretion, considers to be in violation of these Terms or otherwise harmful to the Site or Services.
User Content
As used in these Terms, “User Content” means material (including without limitation text, images, audio material, video material and audio-visual material) that you submit to the Site, for whatever purpose. By making available any User Content through the Site and Services, you hereby grant to Zurvia a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, adapt, modify, distribute, publicly display, publicly perform, transmit, stream, broadcast and otherwise exploit such User Content only on, through or by means of the Site and the Services. Zurvia does not claim any ownership rights in any such User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such User Content.
You acknowledge and agree that you are solely responsible for all User Content that you make available through the Site or Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all User Content that you make available through the Site or Services, or that you have all rights, licenses, consents and releases that are necessary to grant to Zurvia the rights in such User Content, as contemplated under these Terms; and (ii) neither the User Content nor your accessing, posting, submission or transmittal of the User Content or Zurvia’s use of the User Content (or any portion thereof) on, through or by means of the Site and the Services will infringe, misappropriate or violate a third-party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
Zurvia reserves the right (but shall have no obligation) to remove any or all User Content from the Services in its sole discretion. You agree to immediately take down any User Content that violates the Terms, including pursuant to a take-down request from Zurvia. If you elect not to comply with a request from Zurvia to take down certain User Content, Zurvia reserves the right to directly take down such User Content.
Your Zurvia Account.
You are solely responsible for maintaining the security of your Zurvia account, and you are fully responsible for all activities that occur under the account and any actions taken in connection with your account. If your contact information, or other information relating to your username or password changes, you must notify Zurvia promptly and keep such information current. You must not describe or assign keywords to your page in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others. Zurvia reserves the right to change or remove any description or keyword that it considers inappropriate or unlawful, or otherwise likely to cause Zurvia liability. You agree to immediately notify Zurvia of any unauthorized use of your account or any other breaches of security. Zurvia will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions. Zurvia may disable your user ID and password in Zurvia’s sole discretion without notice or explanation. You understand and agree that your Zurvia account applies to only one (1) location, and that each location of your business shall be required to secure its own Zurvia account.
Pricing and Billing
Services will be billed at Zurvia’s published rate at the time you enroll. Zurvia reserves the right to change the price for the Services from time to time in Zurvia’s sole discretion; provided, however, that such price increases will only become effective upon the end of your current paid-for term. All fees paid are non-refundable, except as expressly provided herein. If you have any questions about Zurvia’s billing policies, please contact Zurvia at support@zurvia.com
Disclaimer of Warranties
You expressly understand and agree that the Site and Services are provided on an “AS IS” and “AS AVAILABLE” basis, and that Zurvia makes no representations or warranties in relation to the Site, Services, Zurvia Content, and other information and materials provided on the Site. Zurvia expressly disclaims all implied warranties, including without limitation the warranties of merchantability, fitness for a particular purpose, and non-infringement.
Without prejudice to the generality of the foregoing, Zurvia does not represent or warrant to you that (i) your use of the Site or Services will meet your requirements or result in reviews of any kind, (ii) your use of the Site or Services will be uninterrupted, timely, secure, or free from error, or (iii) data provided through the Services will be complete, accurate, true, or non-misleading. Nothing on the Site constitutes, or is meant to constitute, advice of any kind. If you require advice in relation to any legal, financial, or other matter you should consult an appropriate professional.
Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ZURVIA OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE WEBSITE OR THE CONTENT FOR: (i) PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES; OR (ii) DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU TO ZURVIA DURING THE TWELVE (12) MONTH PERIOD PRIOR TO THE CAUSE OF ACTION.
THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR ZURVIA WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
Reasonableness
By using the Site, you agree that the exclusions and limitations of liability set out in the Site disclaimer are reasonable. If you do not think they are reasonable, you must not use the Site.
Indemnity
You hereby agree to indemnify, defend, and hold-harmless Zurvia and its affiliates from and against any claims, losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by Zurvia to a third-party in settlement of a claim or dispute on the advice of Zurvia’s legal advisers) incurred or suffered by Zurvia arising out of or in any way connected with User Content, your access to or use of the Site, Services, or Zurvia Content, or any breach or alleged breach by you of any provision of these Terms.
Breach of These Terms
Without prejudice to Zurvia’s other rights under these Terms, if you breach these Terms in any way, Zurvia may take such action as Zurvia deems appropriate to deal with the breach, including without limitation suspending, terminating, or refusing to provide you with access to the Site or Services. In addition, Zurvia may notify authorities or take any actions it deems appropriate, without notice to you, if Zurvia suspects or determines, in its own discretion, that you may have or there is a significant risk that you have (i) failed to comply with any provision of these Terms or any policies or rules established by Zurvia; or (ii) engaged in actions relating to or in the course of using the Site or Services that may be illegal or cause liability, harm, embarrassment, harassment, abuse or disruption for you, Zurvia users, Zurvia or any other third-parties or the Site or Services.
Without limiting any other terms of these Terms, you may stop using the Site and Services at any time.
After any termination, you understand and acknowledge that Zurvia will have no further obligation to provide the Site or Services and all licenses and other rights granted to you by these Terms and Conditions will immediately cease. Zurvia will not be liable to you or any third party for termination of the Site or Services or termination of your use of either. UPON ANY TERMINATION OR SUSPENSION, ANY CONTENT, MATERIALS OR INFORMATION (INCLUDING USER CONTENT) THAT YOU HAVE SUBMITTED ON THE SITE OR VIA THE SERVICES WILL NO LONGER BE ACCESSIBLE BY YOU VIA THE SERVICES THEREAFTER. HOWEVER, ZURVIA SHALL CONTINUE TO HAVE A LICENSE TO UTILIZE THE USER CONTENT.
TCPA Compliance
You agree that your use of the Site, Services, and Zurvia Content shall comply with the Telephone Consumer Protection Act, 47 USC § 227 and all related laws and regulations (the “TCPA”). You are solely responsible for compliance with any messaging consent obligations under the TCPA in your use of the Site and Services. You are responsible for obtaining explicit opt-in consent(s) from any and all third-parties (including your customers) to send and receive SMS and/or emails using the Site and Services. You are liable for, and shall indemnify, defend and hold harmless Zurvia from and against any and all damages, liabilities, judgments, fees, fines, costs and expenses (including reasonable attorneys’ fees) incurred by Zurvia arising from any claims, demands or legal actions made against Zurvia resulting from your breach of these Terms.
Data Security
We respect the privacy of our users. By registering and accessing or using the Site and Services, you consent to the transfer and processing of any personal data in the United States and agree to our use of your information and email address to contact you regarding your use of the Site and the Services, and their features and services. Any personal data we obtain from you is used solely for the purpose of providing the Services hereunder to you. We will honor your instructions as to the storage, editing or deletion of any such data. We take reasonable administrative, physical and electronic measures designed to safeguard and protect your information from unauthorized access or disclosure. This includes utilizing Secure Sockets Layer (SSL) software, which encrypts the personal information you input, and storing your information in encrypted form behind a firewall designed to block access from outside our network.
Copyright Infringement and DMCA Policy.
As Zurvia asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by Zurvia violates your copyright, you are encouraged to notify Zurvia in accordance with Zurvia’s Digital Millennium
Copyright Act (“DMCA”) Notice. Zurvia will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. Zurvia will terminate a visitor’s access to and use of the Site if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of Zurvia or others. In the case of such termination, Zurvia will have no obligation to provide a refund of any amounts previously paid to Zurvia.
Modification of Terms
Zurvia reserves the right to revise these Terms from time-to-time. Revised Terms will apply to the use of the Site from the date of the publication of the revised Terms on the Site. You are responsible for reviewing the Terms each time you access and use the Site or Services. Your continued use of the Site and Services constitutes your agreement to the then-current version of the Terms.
Miscellaneous
These Terms, together with your contract for services, constitute the entire agreement between you and Zurvia in relation to your use of the Site, Services, and Zurvia Content, and supersede all previous agreements in respect of your use of the same. You and Zurvia are independent contractors, and no agency, partnership, joint venture or employee-employer relationship is intended or created by these Terms or your use of the Site, Services, or Zurvia Content. Zurvia may transfer, sub-contract or otherwise deal with Zurvia’s rights and/or obligations under these Terms without notifying you or obtaining your consent. You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these Terms. If any provision of these Terms is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect. These Terms will be governed by and construed in accordance with the laws of the State of Nevada, U.S.A., without regard to its conflicts-of-law provisions. Any disputes relating to these Terms will be subject to the exclusive jurisdiction of the state and federal courts located in Clark County, Nevada, U.S.A., and your use of the Site, Services, or Zurvia Content constitutes your consent to the jurisdiction of such courts. The Site uses cookies. By using the Site and agreeing to these Terms, you consent to Zurvia’s use of cookies in accordance with the terms of Zurvia’s privacy policy. The Site, Services, and Zurvia Content are owned and operated by 36PIXELS L.L.C. dba Zurvia.
