LoudSauce Terms of Use
Last Updated: May 5, 2011
Welcome to LoudSauce.com (the “Website”), the website of LoudSauce a California corporation. Where used in this agreement, “LoudSauce” and “Company” mean LoudSauce together with its officers, directors, agents, employees, partners and affiliates. Where used in this agreement “Service(s)” means any services provided through the Website. Please read these Terms of Use ("Agreement" or "Terms of Use") carefully before using the Services. By accessing and using this Website, including but not limited to visiting or browsing the Website, you (“You” or “User”) agree to be bound by these Terms of Use and all terms incorporated by reference. This Agreement applies to all Users of the Website or Services. If you do not agree to all of these Terms of Use, do not use or access this Website.
Acceptance of Terms
The Service is offered subject to acceptance without modification of all of the terms and conditions contained herein -, which also includes the Privacy Policy available at loudsauce.com/privacy, and all other operating rules, policies and procedures that may be published from time to time on the Website by Company, each of which is incorporated by reference and each of which may be updated by Company from time to time without notice to you.
The Service is available only to individuals who are at least 18 years old. You represent and warrant that if you are an individual, you are of legal age to form a binding contract, and that all registration information you submit is accurate and truthful. Company may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time.
By registering on LoudSauce.com, you agree we can collect your name, email address, and your photo. Also, when you register, you are opting in to periodic updates emails from LoudSauce. You may opt-out of these emails at any time. The option to unsubscribe is included in each email or you can email webmaster@loudsauce.com and ask to unsubscribe. You may manage also manage your preferences clicking on your setting once logged into the site.
Modification of Terms of Use
This Agreement supersedes any previous Agreement to which User and LoudSauce may have been bound regarding the use of the Website. This Agreement may be modified by LoudSauce in its sole discretion from time to time and such modifications shall automatically become part of this Agreement and shall be effective once posted by LoudSauce on the Website. Company reserves the right, at its sole discretion, to modify or replace any of these Terms of Use, or change, suspend, or discontinue the Service (including without limitation, the availability of any feature, database, or content) at any time by posting a notice on the Website or by sending you an email. Company may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability. It is your responsibility to check the Terms of Use periodically for changes. Your continued use of the Service following the posting of any changes to the Terms of Use constitutes acceptance of those changes.
Use of Site
(A) Registration
You may browse the Site and view content without registering, but as a condition to using certain aspects of the Service, you may be required to register with Company and select a password and user identification ("User ID"). You shall provide Company with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of the Terms of Use, which may result in immediate termination of your account for using the Services. User shall not: (i) select or use as a User ID a name of another person with the intent to impersonate that person; (ii) use as a User ID a name subject to any rights of a person other than you without appropriate authorization; or (iii) use as a User ID a name that is otherwise offensive, vulgar or obscene. Company reserves the right to refuse registration of, or cancel a User ID in its sole discretion. You are solely responsible for activity that occurs on your account and shall be responsible for maintaining the confidentiality of your Company password. You shall never use another user’s account without such other user’s explicit permission. You will immediately notify Company in writing of any unauthorized use of your account, or other account related security breach of which you are aware.
(B) Campaign Fund-Raising
The Website is an internet platform intended for fund-raising. LoudSauce allows Users to choose active campaign advertisements (“Campaign”) approved by organizations or individuals ("Client") wishing to engage in promotion. Users who choose to financially support a campaign (“Funders”) will complete the transaction pledge via Amazon Payments. LoudSauce will notify Funders by email when a Campaign has been fully funded, in which case the Funders will be charged the amount pledged. If a Campaign is not funded by the expiration date provided on the campaign profile, Funders will be not be charged. LoudSauce reserves the right to cancel a campaign listing and refund all Funders at any time for any reason. LoudSauce will not issue refunds that have been collected for Campaigns that have successfully reached their fundraising goal.
LoudSauce allows User to suggest LoudSauce advertising campaigns for Clients. LoudSauce does not guarantee that the recommendations collected through this Service will result in an eligible Campaign for fundraising on the site. Prior to fund-raising, all inquiries will be vetted through LoudSauce and the potential Client which the campaign will represent.
LoudSauce shall not be liable for your interactions with any Client found on or through the Service. This includes, but is not limited to, delivery of goods and services, and any other terms, conditions, warranties or representations associated with listings on LoudSauce. LoudSauce does not oversee the performance or punctuality of projects. LoudSauce is not responsible for any damage or loss incurred as a result of any such dealings. All dealings are solely between you and such Clients and/or individuals. LoudSauce is under no obligation to become involved in disputes between site Users and any third party. In the event of a dispute, you release, indemnify, and hold harmless LoudSauce, its officers, employees, agents and successors in rights from claims, lawsuits, litigation, damages and demands of every kind, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and the Service.
(C) Right To Terminate Or Suspend Campaigns
While LoudSauce will engage in best efforts to ensure that campaigns go smoothly, it cannot guarantee that this will be the case. LoudSauce reserves the right to terminate or suspend a campaign due to conflicts over intellectual property, problems with providers of advertising space, or any other reason in the sole discretion of LoudSauce. LoudSauce will not be obligated to refund money pledged by Funders to a campaign that is terminated.
(D) Right To Modify Creative Works
LoudSauce will have the right, with prior consent from the Client and Funders, to modify the creative advertisement by including the LoudSauce logo and Funder photos, as well as any other changes that are necessary to adapt the creative work for display in a particular form of advertising.
(E) Fees and Payments
Joining LoudSauce is free. However, we may charge fees for certain services. All fees are collected for LoudSauce by Amazon Payments. When you use a service that has a fee you have an opportunity to review and accept the fees that you will be charged, which we may change from time to time. Changes are effective after we provide you with notice by posting the changes on the Website. We may choose to temporarily change the fees for our services for promotional events or new services, and such changes are effective when we post the temporary promotional event or new service on the Website.
Unless otherwise stated, all fees are quoted in U.S. Dollars. Funders are responsible for paying all fees and applicable taxes associated with your use of the site. In the event a listing is removed from the Service for violating the Terms of Use, all fees paid will be non-refundable, unless in its sole discretion LoudSauce determines that a refund is appropriate.
Proprietary Rights
"LoudSauce" and the "LoudSauce" logo are trademarks and service marks of LoudSauce. LoudSauce or its licensors own and retain all proprietary rights on the Website and all material and information posted thereon. The Website contains the copyrighted material, trademarks and other proprietary information of LoudSauce and its licensors. You may display and print limited copies of the Content for your personal, non-commercial use in connection with use of site except as provided herein), but you may not alter, modify, publish, distribute, publicly display or sell any Content or other such proprietary information, or otherwise copy or transmit any Content or other such proprietary information without the express, written permission of LoudSauce.
If you post any messages or other information on the Website, you agree that such messages and information shall be considered content, and you agree to grant, and shall be deemed to have automatically granted to LoudSauce an irrevocable, perpetual, non-exclusive, fully-paid, assignable, sub-licensable, worldwide license to: (a) use, copy, perform, display and distribute such information and content; (b) modify, alter, prepare derivative works of, and/or incorporate into other works, such information and content; and (c) grant and authorize sublicenses of the foregoing. You represent and warrant that you have the right, power and authority to grant the foregoing license.
To the extent you upload or post any photographs of yourself on the Website, you agree that such materials shall be considered Content for the purposes of the foregoing paragraph, and you agree to release, discharge and agree to hold harmless LoudSauce from any and all claims or liability, whether known or unknown, including any and all claims in connection with the publication, production, processing, distribution or exploitation of such materials, including any claims of infringement of any rights of publicity or rights of privacy.
User acknowledges, consents, and agrees that LoudSauce may, at its sole discretion and to the extent permitted by law, access, read, preserve and disclose your account information, usage history and submitted Content to third parties in compliance with the LoudSauce Privacy Policy.
Acceptable Use
The Website is for use in connection with the Program and may not be used by you –for any purpose except as previously approved in writing by LoudSauce. Your use of the Website and participation in the Program shall be in strict compliance with this Agreement, LoudSauce's Privacy Policy, all other procedures and guidelines set forth on the Website and applicable law. You may not engage in advertising to, or solicitation of, any User, Funder, or Client to buy or sell any products or services through the Website. Only authorized Clients may seek promotion on the Website.
It is a violation of this Agreement to use the Website or any information obtained from the Website in order to: (i) harass, abuse, or harm another person (including, but not limited to, using profanity, or (ii) prevent or exclude others, who are using the Website in compliance with this Agreement, from accessing, viewing or funding a particular Campaign. Although LoudSauce assumes no obligation to monitor the conduct of any User on or off the Website, Users engaged in any such activity may be subject to immediate termination of their account and/or prohibited from accessing the Website.
The Website may include features and functionality whereby a User may post and transmit information, images and other materials. All such information, images and materials, whether publicly posted or publicly or privately transmitted, are the sole responsibility of the User who originates such content. LoudSauce assumes no obligation to monitor or control such posted or transmitted content and cannot take responsibility for such content posted or transmitted by a User. However, LoudSauce reserves the right at all times (but will not have an obligation) to remove or refuse to post or distribute any content, and to restrict, suspend or terminate the participation of any User from the Website and from all LoudSauce services at any time, with or without prior notice. Without in any way limiting the foregoing, it is a violation of this Agreement to upload, post or submit any content, including, but not limited to, written materials or images, that in LoudSauce’s opinion is obscene, harassing, contains profanity, or may be hateful or offensive on racial, ethnic, sexual or any other grounds; is harmful, vulgar or distasteful; contains graphic or gratuitous violence; or is defamatory, libelous, or invades another person's privacy or proprietary rights.
Third Party Site
The Service may permit you to link to other websites or resources on the Internet, and other websites or resources may contain links to the Site. When you access third party websites, you do so at your own risk. These other websites are not under Company's control, and you acknowledge that Company is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply endorsement by Company or any association with its operators. You further acknowledge and agree that Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such Content, goods or services available on or through any such website or resource.
Disclaimers
LoudSauce is not responsible, and shall have no liability, for any incorrect or inaccurate Content posted on the Website or any liability, cost or expense you may incur in connection with the Program. LoudSauce is not responsible for the conduct, whether online or offline, of any User of the Website or any other Person. With respect to the Website, LoudSauce assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any communications.
Under no circumstances will LoudSauce be responsible for any loss or damage, including personal injury or death, resulting from any use of the Website or participation in the Program, any Content posted on the Website or transmitted to, or any interactions between, any Users of the Website, whether online or offline. LoudSauce neither represents, warrants, covenants guarantees, nor promises any specific results from use of the Website or the Program.
THE WEBSITE, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SERVICE OR ADVICE PROVIDED IN CONNECTION WITH THE PROGRAM, IS PROVIDED "AS IS" WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS WEBSITE AND WEBSITE-RELATED SERVICES.
LoudSauce makes no representation or warranty, express or implied, with respect to any third party data provided to LoudSauce or its transmission, timeliness, accuracy or completeness. LoudSauce will not be liable in any way to you or to any other person for any inaccuracy, error or delay in or omission of any third party data or the transmission or delivery of any such third party data and any loss or damage arising from (a) any such inaccuracy, error, delay or omission, (b) non-performance or (c) interruption in any such third party data due either to any negligent act or omission by LoudSauce or "force majeure" or any other cause beyond the control of LoudSauce.
Limitation of Liability
You understand that any and all decisions made by you with respect to the Website, Service, or associated services are yours alone. LoudSauce shall not be responsible, or have any duty or obligation to, or liability for decisions or interactions by User resulting (directly or indirectly) through use of this site. In no event shall LoudSauce’s liability exceed the amounts paid by User to LoudSauce. LoudSauce will not be liable for any damages, costs, losses or expenses a User incurs as a result (directly or indirectly) of funding a Campaign or as a result (directly or indirectly) of utilizing the Website, Services or information received in connection with the Website or, Services. In addition, in no event will LoudSauce be liable to you or any third person for any damages, costs, losses or expenses, including any lost capital, lost profits, or special, incidental, consequential or punitive damages arising from your use of the Website or participation in the Program, even if LoudSauce has been advised of the possibility of such damages, costs, losses or expenses.
Disputes Among Users
You are solely responsible for your interactions with any Issuers, Investors, or any other User (even to the extent prohibited hereby) and any disputes that may result from such interactions. LoudSauce reserves the right, but has no obligation, to monitor disputes between you and such persons.
Governing Law; Resolution of Disputes; Arbitration and Waivers
This Agreement is governed by the laws of the State of California, without regard to its or any other jurisdiction's choice of law or conflict of law provisions. If any dispute arises between you and LoudSauce, including, without limitation, any dispute arising from or relating to the Website or the Services, you agree that all such disputes will be determined exclusively by final and binding arbitration, in accordance with the then existing commercial rules of the American Arbitration Association in San Francisco, California. The arbitration shall be heard and adjudicated by one arbitrator to be selected by agreement between you and LoudSauce. Any award will be final, binding and conclusive upon the parties, subject only to judicial review provided by California statute, and a judgment rendered on the arbitration award can be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, either you or LoudSauce may seek any injunctive relief exclusively in state or federal court in San Francisco, California, as may be necessary to preserve rights pending the completion of arbitration. LoudSauce may also seek any injunctive relief in a state or federal court in San Francisco, California, or another court of competent jurisdiction, at any time against any violations of Section 4 (Proprietary Rights) or Section 5 (Acceptable Use) of this Agreement.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, BY AGREEING TO SUBMIT ALL DISPUTES TO BINDING ARBITRATION, YOU AND LOUDSAUCE HEREBY WAIVE YOUR RIGHT TO A JURY OR COURT TRIAL OF ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR BASED UPON THIS AGREEMENT OR ANY CONTEMPLATED USE HEREIN, INCLUDING CONTRACT, TORT, BREACH OF DUTY AND ALL OTHER CLAIMS, EXCEPT AS SPECIFICALLY PROVIDED ABOVE.
Indemnification
You shall defend, indemnify, and hold harmless Company, its agents and affiliates, and each of its affiliate’s employees, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys' fees, that arise from or relate to your use or misuse of, or access to, the Website, Service,, content on the Website or otherwise from your User submissions to the Website, violation of the Terms of Use, or infringement by you, or any third party using the your account, of any intellectual property or other right of any person or entity. Company reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with Company in asserting any available defenses.
Term; Termination
This Agreement will remain in full force and effect while you use the Website, any LoudSauce services, or participate in the Program as a User. Notwithstanding anything herein to the contrary, this Agreement will remain in effect after your participation in the Program and status as a User is terminated. Whether or not you are and remain eligible to participate in the Program, use the Website or any LoudSauce services, may be determined by LoudSauce in its sole and absolute discretion. You may terminate your participation and status as a User at any time and for any reason by sending a written notice of termination to LoudSauce.
Company may terminate your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your membership. If you wish to terminate your account, you may do so by following the instructions on the Site. Any fees paid are non-refundable. All provisions of the Terms of Use which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Entire Agreement; Severability
This Agreement, accepted upon use of the Website and further affirmed by becoming a User, contains the entire agreement between you and LoudSauce regarding the use of the Website. This Agreement may not be orally amended. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect.
